Terms & Conditions

Welcome to Udrafter! We are an online platform which connects businesses that are looking to engage Students in higher education and recent Graduates (temporary staff) on an ad-hoc basis to meet their particular requirements, such as covering events, (each such business being the “Client”) with individuals who are looking for ad-hoc opportunities to provide their services.

These terms and conditions (the “Terms of Service”) preside over the use by Clients of the services offered by Udrafter via Udrafter’s website, web application (accessible via the following URL https://www.udrafter.com) and mobile applications (iOS and Android). Such services, website and mobile applications are hereinafter together referred to as the “Service”. The Service is operated by Udrafter Limited of 72-74 Commerce Street, Aberdeen, AB11 5FP (company registration number SC547357) referred to as “Udrafter”, “we”, “us”, and “our”.

These Terms of Service assume that you are not acting as a consumer when using our Service, however, to the extent that you are considered to be a consumer, you may be entitled to various statutory rights and nothing in these Terms of Service shall be construed to restrict any such rights.

If you are a Client, please read these Terms of Service carefully and in conjunction with any other agreement which may be in place between Udrafter and the Client, such as the Udrafter Privacy Policy. Your use of the Service constitutes your acceptance of and agreement to all of the terms and conditions defined herein.

If you are a Udrafter Student, please refer to the Udrafter Privacy Policy and the Udrafter Community Guidelines which preside over your use of the Service.

Udrafter reserves the right, from time to time, with or without notice, to change these Terms of Service at its sole discretion, and the latest version will appear on the Service with the date that it was last updated. By using the Service after any changes have been posted, you agree to the new terms. If Udrafter makes any significant changes to these Terms of Service, it will notify Clients by email (to the email address registered with Udrafter ) in advance.

1. Definitions and Interpretation

1.1 The following definitions and rules of interpretation apply in these Terms of Service:

“Account” means the Udrafter account you open when you register to become a Client and use Udrafter’s Service;

“Agency Regulations” means the Agency Workers Regulations 2010;

“Appoint” means the employment or engagement of any individual who is or was a Udrafter Student by a Client or any of its Group Companies, whether directly or indirectly or through any employment business other than Udrafter as a direct result of any Engagement or introduction of that individual via the Service to the Client and the terms Appointed, Appoints or Appointment shall be construed accordingly’;

“Assignment” means a description of services required that is posted by a Client on the Service which includes without limitation the pay rates, times and locations for the performance of those services;

“Conduct Regulations” means the Conduct of Employment Agencies and Employment Businesses Regulations 2003;

“Engagement” means a Client’s engagement of a Udrafter Student via the Service to provide Udrafter Student Services in respect of any Assignment;

“Group Company” means in relation to a company (or similar entity) any holding companies or subsidiary companies of that company (or similar entity) (together with any holding companies or subsidiary companies of such subsidiary) where “holding company” and “subsidiary company” shall have the meaning given in section 1159 of the Companies Act 2006. The term Group Companies shall be construed accordingly;

“Introduction Fee” means the amount set out in Schedule One for the Udrafter Student’s role;

“Listed/Unlisted” means the visibility status of an Assignment, public or private.

“Qualifying Udrafter Student” means any Udrafter Student who, at the relevant time, has provided or delivered services to the Client for the Qualifying Period and, accordingly, is entitled to the rights conferred by regulation 5 of the Agency Regulations;

“Qualifying Period” means the 12-week qualifying period as defined in regulation 7 of the Agency Regulations, subject to regulations 8 and 9 of the Agency Regulations;

“Relevant Period” means whichever of the following periods ends later, namely—

(a) the period of 8 weeks commencing on the day after the day on which the Udrafter Student last worked for the Client pursuant to being supplied by Udrafter ; or

(b) the period of 14 weeks commencing on the first day on which the Udrafter Student worked for the Client pursuant to the supply of that Udrafter Student to that Client by Udrafter.

In determining for the purposes of the above paragraph (b) the first day on which the Udrafter Student worked for the Client pursuant to the supply of that Udrafter Student to that Client by Udrafter, no account shall be taken of any supply that occurred prior to a period of more than 42 days during which that Udrafter Student did not work for that Client pursuant to being supplied by Udrafter. “Subscribe/Unsubscribe” means the Client Account status in relation to the Udrafter Services.

“Subscription Fee” means the fee charged monthly or annually: (i) as defined on the Udrafter website; or (ii) as a written quote provide by Udrafter; or (iv) referenced on the Service, charged by Udrafter to the Client for an Engagement;

“Service Charge” means the amount paid hourly relative to the hourly rate paid to the Udrafter Student: (i) as defined on the Udrafter website; or (ii) as a written quote provide by Udrafter; or (iv) referenced on the Service, charged by Udrafter to the Client for an Engagement;

“Shift” means one or more recurring periods in which a Udrafter Student provides services in relation to a single Engagement;

“Udrafter Student” means an individual who registers with Udrafter to undertake Assignments and Engagements with Clients;

“Udrafter Student Services” means the activities to be performed by Udrafter Students during the course of any Engagement; and

“User” means a Udrafter Student or a Client that registers for an Account.

1.2 In these Terms of Service headings (including any sections and subsections) are for convenience only and do not affect interpretation.

1.3 References to “you” are a reference to a Client.

2. User Accounts

2.1 Clients are required to create an Account in order to use the Service. By joining, a Client confirms that it is legally capable of entering into binding contracts. Udrafter will provide you with login credentials and on-boarding information.

2.2 All User Accounts are associated with individuals. All Users are responsible for their Accounts, including making sure that all User details are correct and kept up-to-date and for ensuring that their password is secure. If a Client has any reason to believe that its Account is being used by anyone else, contact us immediately on info@Udrafter.com. If we believe that a Client’s Account has been compromised, we may suspend that account and will contact the Client to try and resolve the problem.

2.3 We may, at our absolute discretion, refuse to register any person or entity as a User.

2.4 If you have any problems creating an account, logging into your Account or updating your details, please have a look at our FAQs or Contact Us on info@Udrafter.com.

3. Content on our Service

3.1 We may change or remove content, functionality or parts of our Service at any time.

3.2 The legal rights (including the intellectual property rights) in our Service and any content on it is owned by us, or licensed to us by third parties. Our Service and content is protected by international copyright laws and database rights. Save for the limited right to use the ordinary functionality of the Service as granted under these Terms of Service, nothing on our Service grants you any licence or right to use, alter or remove such material. You may not use our trade marks, logos or other intellectual property without our prior written approval.

3.3 From time to time, our Service may include links to other websites, applications or web properties. These links are provided for your convenience to provide further information. We have no control over, or responsibility for, the content of the linked websites, applications or web properties.

3.4 We do not guarantee that the Service, or any content on it, will always be available or be uninterrupted. The quality of the Service may be affected by a number of factors including, for example, network connection and internal network, as well as any interference or maintenance work. If a disruption or disturbance occurs on the Service or a part of it or if the Service or a part of it is temporarily out of use or inoperative due to repair or maintenance work, updates or reasons beyond our control (force majeure), you accept that such interruptions, disturbances or disruptions do not constitute a defect or delay of or in the Service, and, to the extent permitted by law, we shall not be liable for any consequences of or damages resulting from such interruptions, disturbances or disruptions. We or a third party shall seek to repair the problems or failures as soon as possible and to restore the Service to use as soon as possible under the circumstances. We have the right to update the software included in the Service from time to time.

3.5 Your access to our Service may also be occasionally restricted to allow for repairs, maintenance or the introduction of new facilities or services. We will endeavour to restore the Service as soon as we reasonably can.

3.6 We do not guarantee that the Service, or any content on it, will be free from errors or omissions.

4. User Licence

4.1 We allow Clients to post descriptions of Assignments (which may include, for example, pictures, text, information and/or other types of content) (the “Content”).

4.2 You hereby grant us an unrestricted, irrevocable, worldwide, non-exclusive, royalty-free, perpetual licence to use, reproduce, modify, adapt, create derivative works from, publish, transmit, communicate to the public, perform and display any of your Content in connection with the provision, operation, maintenance, development, marketing and improvement of the Service and for other business needs of Udrafter . You accept that this means that we are able to use and exploit the Content in any manner and by any means, method or technology (whether now known or hereafter created) and for such purposes (including but without limitation to promoting part or all of the Service). This section does not affect your rights nor our obligations under the Udrafter Privacy Policy.

4.3 You irrevocably and unconditionally waive any and all moral rights in any Content.

4.4 You are solely responsible for your Content and the consequences of posting or publishing it. We do not endorse any Content or any opinion, recommendation, or advice expressed therein. You also acknowledge that we have no liability in connection with the Content and we cannot guarantee and will not be liable for any unauthorised copying, distribution or use of your Content.

4.5 By uploading and publishing your Content you warrant, represent and undertake that you are the creator and owner of the Content, have the right to grant us the rights contain in these Terms of Service and that you will comply with all your obligations regarding uploading content to our Service including without limitation those set out at clause 5.1, below. You warrant that the Content is accurate and complete in all material respects and you have (and will continue to have during your use of the Service) all necessary licences, rights consents and permissions which are required to enable us to use your Content as contemplated by these Terms of Service.

5. Your use of our Service

5.1 You agree that you will not:

(a) impersonate any other person, conduct yourself in an offensive or abusive manner, or use the Service for any unlawful purposes;

(b) fail to deliver the payment for the Udrafter Student Services rendered to you;

(c) advertise or offer to sell any goods or services for any commercial purpose through the Service which are not relevant to the services offered via the Service;

(d) use the Service to solicit for any other business or service, or contact Udrafter Students for employment (or any other purpose) not related to use of the Service as envisaged by these Terms of Service;

(e) post the same Assignment repeatedly;

(f) use virtual private networks, false email addresses or any other means to mask your identity;

(g) attempt to access the accounts of other Users or upload, share or submit content containing any spy ware, adware, viruses, corrupt files, worm programs or other malicious code designed to interrupt, damage or limit the functionality of or disrupt any software, hardware, telecommunications, networks, servers or other equipment, Trojan horse or any other material designed to damage, interfere with, wrongly intercept or expropriate any data or personal information;

(h) disable or modify any copy protection technology used on the Service;

(i) abuse or manipulate the rating/review system on the Service;

(j) alter or modify, translate, adapt, merge, make derivative works of, decompile, disassemble, reverse compile, reverse engineer or otherwise attempt to derive the source code for any part of the Service or any of the Services;

(k) collect, harvest or ‘scrape’ any data from any web pages contained in the Service;

(l) upload, share or submit content that is or may be interpreted as obscene, indecent, pornographic, sexually explicit, libelous, maliciously false, inaccurate, misleading, depicting violence (in an explicit, graphic or gratuitous manner) offensive, deceptive, threatening, abusive, harassing, menacing, hateful, discriminatory or cause annoyance, inconvenience or needless anxiety to any person or be in breach of hate speech or discrimination legislation;

(m) upload, share or submit any content that infringes any proprietary rights of any third party including any patent, copyright, moral right, database right, trade mark right, design right, trade secret rights in passing off, rights of privacy, publicity, confidence, or under data protection legislation or other intellectual property law;

(n) upload, share or submit any content that is false, deceptive, misleading, deceitful, false, inaccurate or akin to a ‘bait and switch’ offer;

(o) do or omit to do anything which would bring us, the Service, our suppliers or other Users into disrepute or in any way damage our or their reputation; or

(p) interfere with another User’s use and enjoyment of the Service in any other manner that could damage, disable, over burden or impair the Service.

5.2 We may suspend, restrict or terminate your Account and/or your access to the Service if we believe that you have breached these Terms of Service. This does not limit our right to take any other actions against you that we consider appropriate to protect our rights.

6. Client’s Payment Obligations

6.1 Clients agree to pay to Udrafter:

(a) the total amount payable in respect of any Engagement, including but not limited to an amount to fully and properly account for deductions that is or would become due and payable to the Udrafter Student in accordance with applicable laws;

(b) the Subscription Fees for using the Service; and

(c) the Service Charges that are applicable to the hourly rate on any Engagement.

6.2 Where applicable, Udrafter shall charge VAT to the Client at the prevailing rate.

6.3 The Clients agrees to register a Debit or Credit Card via the platform for the purposes of payment: (i) to the Udrafter Student for Udrafter Student Services rendered; and (ii) Subscription Fees; and (iii) Services Charges; and adheres to the following:

(a) Clients acknowledge that Udrafter Students’ timesheets are calculated automatically from the time a Udrafter Student logs on to the Service to attend their Engagement or Shift (as applicable), and until such time as he/she logs off having completed his/her Shift/Engagement in any given week. Clients agree that all timesheets for the week must be approved by the Client before Wednesday 18:00 GMT of the following week. Where the Client fails to approve a timesheet on time, such timesheet shall be deemed to have been approved by the Client on the following Wednesday pay run and the Client shall be liable to pay for all of the time recorded on such timesheet.

(b) The actual amount calculated based on the timesheet will be deducted from the payment card on the Friday at 12:00 GMT.

(c) For all matters including chargebacks, refunds and disputes the Client shall use Udrafter only as their point of contact.

(d) All additional expenses and bonuses shall be handled outside of the Udrafter Platform.

(e) Udrafter may, with or without notice, suspend or terminate the Client’s access to the Service if the Client is more than seven (7) days late in paying any undisputed card payment.

6.4 Subscription Fee’s

(a) Subscription Fee tiers are based on how many Udrafter Students the Client wants to Engage at any one time.

(b) Unsubscribed Clients are only able to post and offer one Unlisted Assignment to one Udrafter Student on their list of Previous Hired Udrafter Students.

(c) Udrafter operates a no refund policy on subscriptions, all subscriptions are final.

(d) Any cancellations will occur at the end of the current cycle. Without an active subscription, businesses will not be able to create/update Assignments, access conversations, access applications, access Assignment offers, access student profiles.

(e) You cannot downgrade from an annual to a monthly subscription while time remains on your current annual subscription. You can set your annual subscription to cancel at end of billing cycle then select a monthly subscription.

(f) Enterprise Level, Bespoke subscriptions are handled by Udrafter directly.

(g) Upgrading from monthly to annual will take place immediately.

(h) In the case were a Client is Subscribed and there is an Active Assignment where a student is currently undertaking work, their conversation would remain active and you can access the associated student profile.

(i) Subscription payments will be attempted 3 times before the subscription will be cancelled.

6.5 You acknowledge you have enough funds to pay the Udrafter Student in full for the hours and pay specified, prior to the commencement of the Engagement/Shift.

6.6 Udrafter holds the right to perform a full credit check on Client companies.

7. Terms of Engagements

7.1 In respect of each Engagement, Udrafter Students shall be engaged by Udrafter under a contract for services. Udrafter Students act for and under the control of Clients for the duration of each Engagement. Udrafter and its Group Companies are not responsible for the actions, omissions, negligence or misconduct of Udrafter Students or Clients.

7.2 When posting an Assignment (or at any time following a request from Udrafter for the same), the Client will provide Udrafter with details of:

(a) the date on which the Client requires the Udrafter Student to commence work and the duration, or likely duration, of that work;

(b) the position which the Client is seeking to fill, including the type of work the Udrafter Student would be required to do, the location at which, and the hours during which, the Udrafter Student would be required to work, and any risk to health or safety known to the Client and what steps the Client has taken to prevent or control such risks;

(c) the hourly rate at which the Udrafter Student would be paid;

(d) the experience, training, qualifications and any authorisation which the Client considers necessary, or which are required by law, or any professional body, for the Udrafter Student to possess in order to work the Engagement;

(e) any information reasonably required by Udrafter in order for Udrafter to fulfil its obligations under the Agency Regulations and/or the Conduct Regulations.

7.3 The Client agrees that the hourly rate at which each Udrafter Student is paid for any Engagement shall be at least the greater of:

(a) the total of (i) a minimum hourly rate of £8.50, and (ii) an amount to fully and properly account for any payment of deductions that are or would become due and payable to the Udrafter Student in accordance with applicable laws; or

(b) where the Udrafter Student performing the Engagement is a Qualifying Udrafter Student, the total of (i) such hourly rate as is required for the Client and Udrafter to comply with their obligations under regulation 5 of the Agency Regulations, and (ii) an amount to fully and properly account for any payment of deductions that are or would become due and payable to the Udrafter Student in accordance with applicable laws, and hereby warrants to Udrafter that any amounts specified for an Assignment shall be in compliance with this clause 7.3.

7.4 At the time when a Udrafter Student applies for an Engagement, the Client shall have access to the following information:]

(a) the identity of the Udrafter Student;

(b) the Udrafter Student’s experience, training, qualifications, reviews and authorisations which are necessary for the Engagement;

(c) that the Udrafter Student is willing to carry out the Engagement; and

(d) that the Udrafter Student is engaged by Udrafter under a contract for services. (For more see clause 16.3)

7.5 The Client shall in respect of any Engagement provide Udrafter Students with appropriate on-site health and safety training, as may be required by law or otherwise.

7.6 The Client shall not, during the course of any Engagement, direct a Udrafter Student to work other than in accordance with the terms of the relevant Assignment (as posted by the Client on the Service).

7.7 The Client acknowledges and agrees that a Udrafter Student may cancel an engagement at any time without any prior notice and without any liability on the part of Udrafter. In this instance, Udrafter facilitates the process of re-posting an existing Assignment or the allocation of the work to a previous applicant.

7.8 The Client acknowledges that a Udrafter Student may refuse to work past the contracted times agreed under the terms of an Engagement. Where the Udrafter Student agrees to work extended hours, such hours shall be payable by the Client at the same hourly rate (plus amounts in respect of deductions) as the rate that has been agreed under the terms of the relevant Engagement. The Client shall be liable to pay for all expenses reasonably incurred by the Udrafter Student as a result of working extended hours (including without limitation food and travel expenses). The Client and Udrafter Student shall handle such additional expenses outside the Udrafter Platform.

7.9 All additional expenses (such as food and travel) shall be handled outside the Udrafter Platform.

7.10 Udrafter assumes responsibility for the payment of remuneration to Udrafter Students and payment of deductions applicable to Udrafter Students, as required by law.

7.11 The Client shall, in its sole discretion, determine whether it shall be present or not when the Engagement/Shift is performed and/or completed. Clients who choose not to be present to oversee the performance of the Engagement/Shift may appoint another person to act on their behalf (“Client’s Agent”), in which case the Client must notify Udrafter in writing of any such appointment. The Client also acknowledges that Udrafter Students may take and follow instructions given by the Client’s Agent as if such instructions were given by the Client. The Client agrees that such instructions are valid and enforceable against the Client and the Client’s Agent and the Client shall assume all responsibility and liability for such instructions.

7.12 The Client shall not, unless specified in the Assignment, cause or permit Udrafter Students to handle or have access to cash or other valuables during any Engagement. The Client acknowledges that in all cases, the Client shall have sole responsibility for any loss suffered as a result of the Udrafter Student’s handling of cash/valuables in question.

7.13 The Client shall not cause or permit any Udrafter Student to use a motor vehicle for any business purpose in connection with an Engagement unless the Client has satisfied itself that adequate third-party insurance cover is in place in respect of any such Udrafter Student. The Client hereby agrees to indemnify and, at all times, keep indemnified Udrafter and any of its Group Companies against any liability (whether in respect of any insured risk or otherwise) that may arise out of, relate to or be in connection with any Udrafter Student’s use of any motor vehicle for any purpose requested by the Client. The Client shall, at the time it posts the Assignment, notify Udrafter of the requirement (if any) to use a motor vehicle for any business purpose in connection with that Assignment.

7.14 You agree that Udrafter may email, call, or text message (sms) you to facilitate the performance of any of your Engagements.

7.15 In the event of circumstances out with the control of Udrafter, such as changes in legislation or law affecting Hourly Rates, Udrafter reserves the right to implement such changes as required. All customers will be notified of such changes within 4 weeks before these changes are implemented.

8. Udrafter Students

8.1 As part of its Service, Udrafter will use reasonable endeavours to confirm the Udrafter Student’s identity, verify that the Udrafter Student has the right to work in the UK and is currently enrolled in further education, to apply for Assignments and undertake Engagements with the Clients. Notwithstanding the foregoing, Udrafter shall not be liable or responsible to the extent it has been provided with misleading, incorrect, inaccurate, false or fraudulent information by a Udrafter Student.

8.2 It is the Client’s responsibility to supervise the Udrafter Student(s) assigned to their Engagements and to ensure that the Udrafter Student(s) provide the Udrafter Student Services in accordance with the Client’s reasonable instructions and to the Client’s reasonable satisfaction.

8.3 The Client acknowledges that the Udrafter Student is not authorised or permitted by Udrafter to enter into any contract with the Client purporting to be made or on behalf of Udrafter, or to make any statements or representations to the Client purporting to be made by or on behalf of Udrafter and/or receive loans or advances on wages from the Client.

9. Liability

9.1 Nothing in these Terms of Service limits or excludes our liability for: (i) death or personal injury by our negligence; (ii) fraudulent misrepresentation; or (iii) any other liability that cannot be excluded by law.

9.2 To the extent permitted by law, we exclude all conditions, warranties, representations or other terms which may apply to the Service or any content on it, whether express or implied.

9.3 We will not be liable to you for any lack of performance, or the unavailability or failure of the Service or our services, or for any failure by us to comply with these Terms of Service, where such lack, unavailability or failure arises from any cause reasonably beyond our control. In no event shall we be liable for any claim, damage, or loss which may be incurred by you as a result of any of your transactions involving our Service (including the engagement of Udrafter Students via our Service). Any liability we do have for losses you suffer is strictly limited to the monies that we have received from you in connection with your Engagements. We are not responsible for any loss or damage that is not foreseeable at the time when you begin using the Service.

9.4 If you are a consumer, you are entitled to various statutory warranties (including, for example, that any service is carried out with reasonable care and skill, and any digital content provided is of satisfactory quality). Nothing in these Terms of Service shall have the effect of excluding or limiting those statutory warranties that may not be excluded or limited by law.

9.5 Udrafter Students engaged via the Service perform the Engagements under the direction and control of the Client. Udrafter provides matchmaking and platform services only and you agree that Udrafter has no responsibility for any other aspect of service delivery or interaction between Udrafter Students and Clients.

10. Agency Regulations, Conduct Regulations and Other Applicable Law

10.1 Clients hereby warrant that they do and shall, at all times, comply with all relevant statutes, laws, regulations and codes of practice from time to time in force under applicable law.

10.2 Clients shall ensure that any subcontractor or other intermediary (including any Group Companies of the Client, any subcontractor or other intermediary) shall, at all times comply with their obligations under the Agency Regulations, the Conduct Regulations and all other applicable law. This includes but is not limited to:

(a) providing family-related rights to eligible Udrafter Students in accordance with Parts VI and VII of the Employment Rights Act 1996;

(b) providing Udrafter Students with access to collective facilities and amenities and employment opportunities in accordance with regulations 12 and 13 of the Agency Regulations; and

(c) to the extent that, under the Agency Regulations, it is the Client’s responsibility, providing Qualifying Udrafter Students with their entitlements under regulation 5 of the Agency Regulations.

10.3 Clients warrant that they shall not post Assignments or participate in Engagements where the Udrafter Student is or would be providing Udrafter Student Services to cover (whether directly or indirectly) duties normally performed by a worker who is taking part in a strike or other industrial action.

10.4 If either you or Udrafter receive an allegation that there has been a breach of the Agency Regulations or the Conduct Regulations in relation to the supply of a Udrafter Student to the Client using the Service, the receiving party shall provide a copy of that allegation to the other party within seven days of receipt. We shall co-operate with each other in responding to that allegation, including by supplying any information which may be reasonably requested by the other and complying with any reasonable requests in relation to the contents of any response.

10.5 In complying with AWR it is our policy that after 12 continuous weeks of a Udrafter Student working on your site, you will be required to provide to Udrafter when it is asked of you, the pay and working conditions of a permanent employee to ensure that the workers AWR rights are upheld.

11. Anti-Bribery

11.1 Udrafter is committed to applying the highest standards of ethical conduct and integrity in its business activities in the UK and abroad. We take a zero-tolerance approach to bribery and corruption and are committed to acting professionally, fairly and with integrity in all business dealings and relationships, wherever we operate. Udrafter expects the same commitment from its Clients and you hereby warrant that you comply and shall, for the period in which you use the Service, continue to comply with (i) all applicable laws, statutes, regulations, and codes relating to anti-bribery and anti-corruption, including but not limited to the Bribery Act 2010; and (ii) any Udrafter Anti-Bribery and Anti-Corruption Policy as may be in force from time to time (to the extent that this applies to Clients).

12. Modern Slavery

12.1 This statement is made pursuant to s.54 of the Modern Slavery Act 2015.

12.2 Modern slavery encompasses slavery, servitude, human trafficking and forced labour. Udrafter has a zero-tolerance approach to any form of modern slavery. We are committed to acting ethically and with integrity and transparency in all business dealings and to putting effective systems and controls in place to safeguard against any form of modern slavery taking place within the business or our supply chain.

13. Indemnity

13.1 The Client hereby acknowledges and agrees to indemnify and keep indemnified Udrafter, each of Udrafter ’s Group Companies and each of its and their officers, directors, agents and employees against any claim or demand, including legal fees and costs, made against us by any third party due to or arising out of your negligence, misrepresentation or breach of these Terms of Service, or your infringement or alleged infringement of any law (including, without limitation, the Agency Regulations and the Conduct Regulations) or the rights of a third party in the course of using the Service.

13.2 Udrafter can apply any funds owed to you against any liabilities you owe to Udrafter or loss suffered by Udrafter as a result of your non-performance or breach of these Terms of Service.

14. Transfer Fees

14.1 If, within the Relevant Period and following the supply of a Udrafter Student by Udrafter to the Client, the Client or any of its Group Companies Appoints any individual who is or was a Udrafter Student, the Client will pay Udrafter the Introduction Fee.

14.2 Instead of paying the Introduction Fee, the Client may hire or continue the hire (as appropriate) of the Udrafter Student for a further period of the number of weeks as set out in Schedule 2 for the Udrafter Students role (the “Extended Assignment”) before it Appoints the Udrafter Student other than through Udrafter (and, in which case, the Client shall give written notice to Udrafter that it intends to do so).

14.3 Where the Client decides to have the Udrafter Student supplied by Udrafter for the Extended Assignment:

(a) the fees payable by the Client to Udrafter in respect of the Udrafter Student during the Extended Assignment shall be those applicable immediately before Udrafter received the Client’s notice of election;

(b) at the end of the Extended Assignment, the Client may Appoint the Udrafter Student without paying the Introduction Fee; and

(c) if the Client chooses an Extended Assignment, but Appoints the Udrafter Student before the end of the Extended Assignment, the Introduction Fee may be charged by Udrafter, reduced proportionately to reflect the amount of the Extended Assignment paid for by the Client.

14.4 If, within the Relevant Period, where the Client introduces the Udrafter Student supplied by Udrafter to a third-party that goes on to employ the Udrafter Student the client may pay the Introduction Fee.

14.5 If, within the Relevant Period, where the Client decides to switch supplier but wishes to keep the Udrafter Student supplied by Udrafter via the secondary supplier the client may pay the Introduction fee.

14.6 If, prior to the Student graduating from their course of study, the Client decides to directly employ the Udrafter Student outside of the Udrafter Platform the client shall pay the Introduction fee, as set out in Schedule 1. No Introduction fee will be due if the Udrafter Student has successfully graduated.

15. Dispute between Udrafter Students and Clients

You acknowledge and agree that in the event that a dispute arises between you and any Udrafter Student in relation to any Assignment/Engagement/Shift you will Contact us on info@Udrafter.com before taking any action.

16. Other Important Terms

16.1 In the event of conflict between these Terms of Service and the Udrafter Privacy Policy, the following order of precedence shall apply: (i) these Terms of Service; and (ii) the Udrafter Privacy Policy.

16.2 If any provision or part-provision of these Terms of Service is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this clause shall not affect the validity and enforceability of the rest of these Terms of Service.

16.3 Udrafter operates as an employment business within the meaning of the Employment Agencies Act 1973 and the Conduct Regulations. Udrafter is not an employment agency and no Udrafter Student is or shall be deemed to be an employee of Udrafter or the Client.

16.4 Nothing in these Terms of Service is intended to, or shall be deemed to, establish any partnership or joint venture between Udrafter and any Clients, constitute either Udrafter or any Client the agent of the other, or authorise either Udrafter or any Client to make or enter into any commitments for or on behalf of the other.

16.5 This contract is between you and Udrafter. Save for Udrafter’s Group Companies and the officers, directors, agents and employees of Udrafter and its Group Companies upon which rights are conferred by these terms (and who may enforce those rights directly against you), no other person has any rights to enforce any of its terms.

16.6 You may not assign, sub-licence or otherwise transfer your rights or obligations under these terms to anyone else. You agree that we may assign or transfer any of our rights or obligations under these terms.

16.7 If Udrafter delays exercising or fail to exercise or enforce any right available to it under these Terms of Service, such delay or failure does not constitute a waiver of that right or any other rights under these Terms of Service.

16.8 Udrafter may suspend, withdraw, discontinue or change all or any part of the Service without notice.

16.9 These Terms of Service, together with any documentation referenced within them, constitute the entirety of the agreement between you and Udrafter.

16.10 Any notice or other communication given to Udrafter or the Client, under or in connection with these Terms of Service shall be in writing and shall be (i) delivered by hand or by pre-paid first-class post or other next working day delivery service at its registered office (if a company) or its principal place of business (in any other case); or (ii) sent by email to the address specified in the Client’s Account. Notices will be deemed given 24 hours after the e-mail is sent (if sent by email) or the third day after the date of mailing (if sent by post).

16.11 These Terms of Service, and any contract between you and Udrafter, are in the English language. The contract between us shall be governed by and interpreted in accordance with Scottish law and the courts of Scotland shall have exclusive jurisdiction to resolve any disputes between us.

17. Contacting Udrafter

17.1 Udrafter’s office is located at 72-74 Commerce Street, Aberdeen, AB11 5FP. Our email is info@udrafter.com The office is open Monday to Friday from 9.30 AM – 6:00 PM by appointment only.

Schedule 1 – Introduction Fees

Roles Introduction Fees
All Types £1,000 per Udrafter Student

Schedule 2 – Extended Assignment

Roles Extended Assignment
All roles 12 weeks