Terms
FOR THE SUPPLY OF SERVICES BY SMART AU PAIRS & NANNIES
TERMS FOR FAMILIES
1. INTERPRETATION
1.1 Definitions:
Agency: SMART AU PAIRS LIMITED registered in England and Wales with company number 05433237.
Au Pair/Nanny/Childcarer/Candidate: a Candidate which has been placed by the Agency.
Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.
Candidate: a potential au pair/ mother’s help / nanny / live-in childcarer candidate introduced by the Agency for the consideration of the Client.
Charges/Fees: the charges payable by the Client for the supply of the Services in accordance with clause 10.
Commencement Date: has the meaning set out in clause 2.6.
Conditions: these terms and conditions as amended from time to time in accordance with clause 3
Contract: the contract between the Agency and the Client for the supply of Services in accordance with these Conditions.
Control: shall be as defined in section 1124 of the Corporation Tax Act 2010, and the expression change of Control shall be construed accordingly.
Client/Host Family/Family: a person who appoints the Agency to introduce them childcare candidates (au pair, junior nanny, nanny or other time of home help)
Client Default: has the meaning set out in clause 5.2
Guarantee Period: has the meaning set out in clause 7.
Intellectual Property Rights: patents, rights to inventions, copyright and related rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, database rights, rights to use, and protect the confidentiality of, confidential information (including know-how), and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.
Order: the Client's order for Services as set out in the Client's written contract, template supplied by the Agency.
Pay / Wage : has the meaning set out in clause 6
Services: has the meaning set out in clause 2
Specification: the description or specification of the Services provided in writing by the Agency to the Client.
1.2 Interpretation:
1.2.1 A reference to a statute or statutory provision is a reference to it as amended or re-enacted. A reference to a statute or statutory provision includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted.
1.2.2. Any phrase introduced by the terms including, include, in particular or any similar expression, shall be construed as illustrative and shall not limit the sense of the words preceding those terms.
1.2.3 A reference to writing or written includes email.
2. BASIS OF CONTRACT
2.1 The Agency acts as an agent for the introduction of Candidates to the Client. At no point does the Agency act as an employer. The purpose of the Agency is to introduce a suitable Candidate to the Client. (Services).
2.2 The Agency shall commence the search for Candidate(s) provided that:
- The Client has completed the registration form following guidelines provided by the Agency;
- A consultation/search requirement review has taken place between the Client and a consultant of the Agency;
- The search criteria agreed between the Agency’s consultant and the Client will guide us in identifying suitable candidates. We will assist the family by presenting candidates who meet these requirements and fall within the scope of the Agency’s services and program guidelines.
- If no relevant Candidates are available at the time of registration, then details will be provided to the Client as soon as possible. Due to the nature of the search, the Agency is not in the position to provide any guarantee for suitable applicants being available.
- If, in the Agency’s reasonable opinion, no appropriate Candidates have been identified within a reasonable period of time based on the agreed criteria, the search may be paused or closed. The Client will be notified in writing if this occurs. The Client may request to restart the search at a later date, subject to review and at the Agency’s discretion.
2.3 The Order constitutes an offer by the Client to purchase the Services in accordance with these Conditions.
2.4 On the date the Agency confirms that the search is activated in writing to the Client, the Order shall be deemed to be accepted and the Contract shall come into existence. (Commencement Date).
2.5 Any samples, drawings, descriptive matter or advertising issued by the Agency, and any descriptions or illustrations contained in the Agency's catalogues or brochures, are issued or published for the sole purpose of giving an approximate idea of the Services described in them. They shall not form part of the Contract or have any contractual force.
2.6 These Conditions apply to the Contract to the exclusion of any other terms that the Client seeks to impose or incorporate, or which are implied by trade, custom, practice or course of dealing.
2.7 Any quotation given by the Agency shall not constitute an offer, and is only valid for a period of 10 Business Days from its date of issue.
3. SUPPLY OF SERVICES
3.1 The Agency shall use all reasonable endeavours to supply the Services to the Client.
3.2 The Agency shall use all reasonable endeavours to meet any performance dates specified by the Client, but any such dates shall be estimates only and time shall not be of the essence for performance of the Services.
3.3 The Agency shall have the right to make any changes to the Services or this agreement which are necessary to comply with any applicable law or safety requirement, or which do not materially affect the nature or quality of the Services, and the Agency shall notify the Client in any such event.
3.4 The Agency warrants to the Client that the Services will be provided using reasonable care and skill.
4. SUPPORT MATERIAL
4.1 The Agency shall provide appropriate support material to both the Client and the Candidate.
5. CLIENT OBLIGATIONS
5.1 The Client agrees to:
5.1.1 Ensure the Order is complete and accurate.
5.1.2 Cooperate fully with the Agency.
5.1.3 Provide timely, complete, and truthful information to the Agency and to Candidates.
5.1.4 Personally verify the suitability of any Candidate before they arrive. The Client is therefore STRONGLY ADVISED to personally check all details, including but not limited to, references & general background of the Candidate.
5.1.5 Ensure that the role offered matches the job description shared with the Agency and discussed with the Candidate.
5.2 For all placements, including Nannies and Au Pairs, the Client must:
5.2.1 Provide a clearly written job description outlining hours, duties, and expectations.
5.2.2 Provide a signed employment contract in line with UK employment standards (a template is available from the Agency), and share a copy with the Agency within 7 days of confirmation.
5.2.3 Offer a safe, respectful, and inclusive work and living environment.
5.2.4 Where the placement is live-in:
5.2.4.1 Provide a clean, private, and adequately furnished bedroom
5.2.4.2 Provide either full board or access to a kitchen and food for the preparation of three daily meals.
5.2.5 Ensure the Candidate receives:
5.2.5.1 Paid holiday, breaks, and appropriate rest time in line with the employment contract.
5.2.5.2 A fair weekly schedule with clear working and off-duty hours.
5.2.6 Provide access to a roadworthy and insured vehicle if driving is required, and ensure the Candidate is qualified and confident to drive. The Client is therefore STRONGLY ADVISED to consult insurance providers before making an offer to obtain insurance quotes for the preferred candidate.
5.2.7 Pay the agreed salary in full and on time, including any overtime or additional hours worked.
5.2.8 Comply with the notice period and termination process as set out in the Candidate’s employment contract.
5.3 If the Client fails to meet any of their obligations (a “Client Default”):
5.3.1 The Agency may suspend provision of services until the issue is resolved.
5.3.2 The Agency is not liable for any resulting costs or delays.
5.3.3 The Client will reimburse any losses incurred by the Agency as a result.
5.4 If the Client breaches any of their obligations under this Contract, the Agency may terminate the placement and/or refuse further service.
5.5 Sharing, forwarding, or redistributing Candidate details, or attempting to hire a Candidate directly without Agency involvement, is a breach of contract. In such instances:
The Candidate will be advised not to proceed;
If the placement still goes ahead, the full placement fee will become immediately payable by the Client (and if relevant, to the sending Agency in the Candidate’s country).
6. SALARY
6.1 The Client shall provide the Candidate—whether an Au Pair, Nanny, or other Childcarer/Helper —with appropriate and timely salary in accordance with the Contract and applicable employment laws. The salary must be agreed in writing in the employment contract prior to the Candidate’s start date, reflecting the nature of duties & working hours.
The Client is responsible for ensuring correct registration as an employer, operating a compliant payroll system, making all necessary tax and National Insurance deductions, and providing appropriate payslips and documentation. The Agency is not responsible for any payroll or legal obligations arising from the employment of the Candidate.
7. GUARANTEE PERIOD
7.1 The Guarantee Period begins on the Candidate's start date and applies to both Au Pair and Nanny placements.
7.2 For Au Pair placements:
A 4-week guarantee applies
7.3 For Nanny placements:
A 6-week guarantee applies.
7.4 The Agency offers one free replacement per placement, provided the Client has complied with all contractual obligations, including timely payment and provision of agreed employment conditions.
7.5 The Client must notify the Agency in writing immediately if the placement ends during the Guarantee Period, stating clear reasons for the termination.
7.6 If a placement ends outside the Guarantee Period, new placement fees will apply.
7.7 Upon expiry of the Guarantee Period, the placement is deemed successful, and the Agency's obligations are fulfilled.
8. REPLACEMENTS AND CANCELLATIONS
8.1 The Agency will make reasonable efforts to introduce a replacement Candidate within 30 days of receiving written notice from the Client.
8.2 Replacements will be based on the original role specification and intended for placements of 6 months or more.
8.3 While the Agency will act promptly and diligently, no guarantee can be made regarding the availability of suitable Candidates.
8.4 The replacement guarantee is conditional upon the Client having settled all placement fees in full and on time.
8.5 If no replacement is found within 30 days of written notice and the termination occurred within the Guarantee Period, the Client may request a partial refund, minus an administration fee of £250.
8.6 Repeated or unreasonable rejections of proposed replacement Candidates by the Client will nullify eligibility for a refund.
8.7 No refund or replacement will be provided where the placement has ended due to unreasonable grounds, unsatisfactory treatment of the Candidate, or where the role materially differs from the agreed specification. The Agency's determination in these matters is final.
8.8 Credits or discounts, where granted, are valid for three months from the date of issue and offered solely at the Agency's discretion.
8.9 If the Candidate is asked to leave early without mutual agreement or in the absence of gross misconduct, the Client remains responsible for covering salary during the notice period and, if the placement is live-in, any reasonable return travel/emergency accommodation costs. If the Agency incurs emergency accommodation costs due to unjustified early termination, these will be deducted from any refund due.
9. CANCELLATIONS PRIOR TO ARRIVAL
9.1 If a Candidate cancels their placement after acceptance but prior to their start date, the Agency will make reasonable efforts to find a replacement in accordance with Clause 8. Should no replacement be available, a refund will be issued to the Client, minus a £250 administration fee.
9.2 If the Client cancels after the Candidate has accepted the placement but prior to their arrival, the full placement fee remains payable. No refund or credit will be issued in cases where the Client cancels without valid reason or fails to proceed for change-of-mind or non-performance unrelated to the Candidate.
9.3 Where a cancellation occurs due to changes in the Client’s circumstances (e.g. relocation, change in childcare arrangements, job changes), no refund will be due, and the Agency reserves the right to retain the full placement fee. However, a credit may be issued at the Agency’s discretion to be used within three months.
9.4 If a Candidate is deemed unsuitable by the Client prior to arrival, the Client must notify the Agency in writing with clear, objective reasons. The Agency will review the concerns and may offer a replacement if deemed appropriate. The Client must not proceed to employ the Candidate directly or via another route in such circumstances.
10. CHARGES AND PAYMENT
10.1 The Client agrees to pay the Agency a placement fee once a Candidate has accepted a formal offer of employment made by the Client.
10.2 The applicable fee structure and refund terms for all placement categories are available at: https://smartaupairs.com/family/fees.aspx. The Client confirms they have reviewed and accepted these before proceeding.
10.3 The Agency reserves the right to amend its fee structure with reasonable prior notice.
10.4 Full payment must be made via bank transfer in GBP within 7 Days of the invoice date and no later than 14 days before the Candidate's start date, whichever is sooner.
10.5 The Agency does not accept cheque or card payments. Payment must be made by bank transfer to the account provided on the invoice.
10.6 All fees are exclusive of VAT, which will be applied at the prevailing rate, where applicable.
10.8 If the Client fails to make payment by the due date, interest will accrue on the overdue amount at a rate of 4% per annum above Barclays' base rate. This interest will be calculated on a daily basis from the due date until payment is made in full. In addition, the Agency reserves the right to charge an administrative late payment fee of £50 and suspend any ongoing or future services until the outstanding balance is cleared. Persistent late payment may result in cancellation of the placement and withdrawal of any guarantees.
10.9 The Client agrees to pay all sums in full without set-off or deduction, unless required by law. The Agency may set off any Client debt against funds owed to the Client.
10.10 In the event of late payment history, the Agency reserves the right to: a) Suspend ongoing or future services; b) Request a deposit of 50%–100% of the expected placement fee before initiating a new search. This deposit will be refundable only if no suitable placement is made within a reasonable timeframe.
11.INTELLECTUAL PROPERTY
11.1 All Intellectual Property Rights arising out of or in connection with the provision of Services, including all written materials, content, candidate profiles, client documentation, templates, and support materials shared with Clients or Candidates, shall remain the exclusive property of the Agency. Reproduction, distribution, or use of such materials for any purpose other than fulfilling the terms of this Contract is strictly prohibited without prior written consent from the Agency.
11.2 Where any part of the Services involves the use of third-party Intellectual Property Rights, the Client acknowledges that its use is subject to the Agency obtaining the appropriate licence from the relevant rights holder. The Client agrees to comply with any terms imposed under such licence, and acknowledges that unauthorised use may result in the immediate suspension of services and potential legal action.
12.LIMITATION OF LIABILITY: THE CLIENT'S ATTENTION IS PARTICULARLY DRAWN TO THIS CLAUSE
12.1
Nothing in the Contract shall limit or exclude the Agency's liability for:
- death or personal injury caused by its negligence, or the negligence of its employees, agents or subcontractors;
- fraud or fraudulent misrepresentation; or
- breach of the terms implied by section 2 of the Supply of Goods and Services Act 1982 (title and quiet possession) or any other liability which cannot be limited or excluded by applicable law.
12.2
Subject to clause 12.1, the Agency shall not be liable to the Client, whether in contract, tort (including negligence), for breach of statutory duty, or otherwise, arising under or in connection with the Contract for:
- loss of profits;
- loss of sales or business;
- loss of agreements or contracts;
- loss of anticipated savings;
- loss of use or corruption of software, data or information;
- loss of damage to goodwill; and
- any indirect or consequential loss.
12.3
Subject to clause 13.1 , the Agency's total liability to the Client, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, arising under or in connection with the Contract shall be limited to 50% of the total Charges paid under the Contract.
12.4
The terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by law, excluded from the Contract.
12.5
This clause 12 shall survive termination of the Contract.
13. TERMINATION
13.1 Without limiting its other rights or remedies, either party may terminate the Contract by giving the other party 14 days written notice.
13.2 Without limiting its other rights or remedies, either party may terminate the Contract with immediate effect by giving written notice to the other party if:
the other party commits a material breach of any term of the Contract and (if such a breach is remediable) fails to remedy that breach within 14 days of that party being notified in writing to do so;
the other party suspends, or threatens to suspend, or ceases or threatens to cease to carry on all or a substantial part of its business; or
the other party's financial position deteriorates to such an extent that in the terminating party's opinion the other party's capability to adequately fulfil its obligations under the Contract has been placed in jeopardy.
13.3
For Nannies and other employed Candidates, the notice period shall be as agreed in the employment contract between the Client and the Candidate.
13.4 If the Client terminates the placement without providing the notice period agreed in the employment contract—and there is no mutual agreement or case of gross misconduct—the Client will forfeit any refund or credit. The Client will also be responsible for all reasonable costs incurred by the Candidate or the Agency as a result of the early termination. This includes, but is not limited to, salary in lieu of notice, accommodation, transportation, and any emergency arrangements made by the Agency.
13.5
Without limiting its other rights or remedies, the Agency may suspend provision of the Services under the Contract or any other contract between the Client and the Agency if the Client becomes subject to any of the events listed in clause 10 or the Agency reasonably believes that the Client is about to become subject to any of them, or if the Client fails to pay any amount due under this Contract on the due date for payment.
14.CONSEQUENCES OF TERMINATION
On termination of the Contract for any reason:
the Client shall immediately pay to the Agency all of the Agency's outstanding unpaid invoices and interest and, in respect of Services supplied but for which no invoice has been submitted, the Agency shall submit an invoice, which shall be payable by the Client immediately on receipt;
- the accrued rights, remedies, obligations and liabilities of the parties as at expiry or termination shall be unaffected, including the right to claim damages in respect of any breach of the Contract which existed at or before the date of termination or expiry; and
- clauses which expressly or by implication survive termination shall continue in full force and effect.
15. GENERAL
15.1
Force majeure. Neither party shall be in breach of this Contract nor liable for delay in performing, or failure to perform, any of its obligations under this Contract if such delay or failure result from events, circumstances or causes beyond its reasonable control.
15.2
Assignment and other dealings.
The Agency may at any time assign, transfer, mortgage, charge, subcontract or deal in any other manner with all or any of its rights under the Contract and may subcontract or delegate in any manner any or all of its obligations under the Contract to any third party or agent.
The Client shall not, without the prior written consent of the Agency, assign, transfer, mortgage, charge, subcontract, declare a trust over or deal in any other manner with any or all of its rights or obligations under the Contract.
15.3
Confidentiality.
Each party undertakes that it shall not at any time during the Contract, and for a period of five years after termination of the Contract, disclose to any person any confidential information concerning the business, affairs, or clients of the other party, except as permitted by clause 15.3(b).
Each party may disclose the other party's confidential information:
to its employees, officers, representatives, subcontractors or advisers who need to know such information for the purposes of carrying out the party's obligations under the Contract. Each party shall ensure that its employees, officers, representatives, subcontractors or advisers to whom it discloses the other party's confidential information comply with this clause 15.3; and
as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.
Neither party shall use the other party's confidential information for any purpose other than to perform its obligations under the Contract.
15.4
Entire agreement.
This agreement constitutes the entire agreement between the parties and supersedes and extinguishes all previous agreements, promises, assurances, warranties, representations and understandings between them, whether written or oral, relating to its subject matter.
Each party agrees that it shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this agreement.
15.5
Variation. No variation of the Contract shall be effective unless it is in writing and signed by the parties (or their authorised representatives).
15.6
Waiver. A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent breach or default. A delay or failure to exercise, or the single or partial exercise of, any right or remedy shall not:
- waive that or any other right or remedy; or
- prevent or restrict the further exercise of that or any other right or remedy.
15.7
Severance. If any provision or part-provision of the Contract 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 the Contract.
15.8
Notices.
Any notice or other communication given to a party under or in connection with the Contract shall be in writing, addressed to that party at its registered office or such other address as that party may have specified to the other party in writing in accordance with this clause, and shall be delivered personally, or sent by pre-paid first class post or other next working day delivery service, commercial courier or email.
A notice or other communication shall be deemed to have been received: if delivered personally, when left at the address referred to in clause 15.8(a); if sent by pre-paid first class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; if delivered by commercial courier, on the date and at the time that the courier's delivery receipt is signed; or, if sent by email, one Business Day after transmission.
The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
15.9
Third parties. No one other than a party to the Contract shall have any right to enforce any of its terms.
15.10
Governing law. The Contract, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by, and construed in accordance with the law of England and Wales.
15.11
Jurisdiction. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with the Contract or its subject matter or formation.
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For Nannies and Au Pairs placed by Smart Au Pairs & Nannies
1. No Fee Policy
1.1. Smart Au Pairs & Nannies does not charge any registration or placement fees to candidates. Our services to you as a job seeker are entirely free of charge.
1.2. We are a private introduction agency, not a visa sponsor, employer, or payroll provider.
2. Role of the Agency
2.1. The Agency acts solely as an introducer between you (the Candidate) and the Client (the Host Family or Employer).
2.2. Once a placement is confirmed, your employment contract is with the family directly.
2.3. We do not employ you, pay your salary, or provide insurance or legal status. These are the responsibility of your employer (the Client).
3. Placement Process
3.1. We will only introduce you to families who are actively seeking a childcare provider and whose offer aligns with your preferences and stated availability.
3.2. You must ensure the information you provide on your profile is truthful, complete, and up to date at all times.
3.3. You may not accept private offers from Clients introduced to you through the Agency without the Agency’s involvement.
4. Offer, Contract & Compliance
4.1. If you and a Client agree to a placement, both parties must sign an agreed Offer or Employment Contract.
4.2. You are responsible for reading and understanding your employment agreement. If you have questions, you may seek independent advice.
4.3. Your employment conditions must comply with applicable UK employment laws, including but not limited to:
- Minimum wage and working time regulations
- Holiday entitlement and notice periods
5. Conduct & Candidate Responsibilities
5.1. You agree to behave professionally and respectfully towards your employer and the children in your care.
5.2. You agree to maintain punctuality, honesty, and open communication with both the family and the Agency.
5.3. You must inform the Agency immediately if:
- You cannot proceed with a confirmed placement
- You experience concerns over your working conditions, salary, or treatment
- You plan to leave a role early for any reason
6. Withdrawal, Cancellations & Notice
6.1. If you withdraw from a placement before arrival, you must notify the Agency as soon as possible.
6.2. If you leave a confirmed placement early, you must provide the notice period outlined in your contract.
6.3. The Agency reserves the right to stop representing any Candidate who:
- Fails to attend scheduled interviews
- Misrepresents themselves
- Walks out of placements without notice or cause
7. Documentation & Legal Status
7.1. You are responsible for ensuring you have the legal right to live and work in the UK (e.g. via a UK passport, visa, or EU settled status).
7.2. The Agency is not responsible for obtaining or advising on visas or work permits.
7.3. You will be asked to provide:
- Proof of identity and right to work
- DBS check or equivalent
- First aid or childcare qualifications (if required for the role)
8. Limitation of Liability
8.1. Smart Au Pairs & Nannies acts solely as an introduction agency. We do not employ you, sponsor your visa, or manage your payroll.
8.2. The Agency shall not be held liable for any costs, losses, or damages arising from your placement, including but not limited to:
- Travel arrangements or transportation expenses (before, during, or after the placement)
- Visa or immigration costs, requirements, or refusals
- Accommodation issues
- Unpaid wages or holiday pay (these are the employer’s responsibility)
- Illness, injury, or personal accidents
- Loss or theft of belongings
- Disputes with the Client (family/employer)
8.3. You are fully responsible for covering any personal or placement-related costs, including:
- Flights or other travel to and from the host location
- Visa applications, renewals, or immigration advice
- Insurance (health, personal liability, travel)
- Legal or tax advice
- DBS checks or medicals (if required)
8.4. We strongly advise all candidates to:
- Confirm and fund their own visa and travel arrangements
- Obtain comprehensive personal insurance
- Carefully read and understand their contract before accepting a role
- Contact the Agency if unsure about any financial or legal obligation
9. Data Protection
9.1. Your personal information will be handled in accordance with our Privacy Policy and GDPR regulations.
9.2. We will only share your profile with families who are actively seeking childcare and who match your criteria.
10. Termination of Representation
10.1. We reserve the right to terminate your registration if you:
- Breach these terms
- Act in a way that damages the trust of the Agency, families, or children
- Fail to engage meaningfully with the recruitment process