TERMS & CONDITIONS OF BUSINESS

1.1 These Master Terms & Conditions of Business (“Terms”) establish the contractual and operational framework under which Lucy & Phil Ltd (“Lucy & Phil”, “we”, “us” or “our”) supplies services to its customers (“Customer”, “you” or “your”).

1.2 They are intended to support the delivery of services to private customers, landlords, managing agents, businesses, housing providers, care organisations, educational establishments, public authorities and other commercial or institutional clients.

1.3 The Terms shall be read together with the applicable quotation, specification, order, service schedule, statement of requirements, framework agreement, call-off contract, purchase order and any subsequently agreed variation.

1.4 Where a public-sector, framework or commercial contract contains specific contractual requirements, those requirements shall take precedence over these general Terms to the extent of any inconsistency.

1.5 Nothing within these Terms shall exclude, restrict or limit any liability, right or remedy which cannot lawfully be excluded, restricted or limited.

2.1 Lucy & Phil operates an integrated property-services model encompassing, as applicable:

• Construction & Refurbishment
• Property Maintenance
• Cleaning & Environmental Services
• Removals & Relocation
• Storage & Logistics
• Waste Management & Clearance

2.2 The Company's integrated delivery model is designed to provide customers with coordinated project delivery, defined accountability and a single operational point of contact.

2.3 The existence of a service on the Company's website or marketing material does not, of itself, constitute an agreement to provide that service. The contractual scope is the scope expressly stated in the applicable Contract.

Unless expressly agreed otherwise, the following order of precedence shall apply:

1. Applicable law and mandatory regulatory requirements;
2. Public-sector or framework contractual requirements;
3. Signed project-specific agreement;
4. Accepted statement of requirements/specification;
5. Accepted quotation;
6. Written variations;
7. These Master Terms & Conditions;
8. General website and marketing information.

3.1 A Customer shall not rely upon general marketing material as altering the specific contractual scope.

4.1 Lucy & Phil may contract with both Consumers and Business Customers.

4.2 Where the Customer is a Consumer, mandatory consumer protection legislation applies.

4.3 Where the Customer is a Business Customer, the commercial terms contained in the applicable Contract shall govern, subject to applicable law.

4.4 Where the same document is used for both Consumers and Businesses, it shall be interpreted so as to preserve mandatory Consumer protections.

5.1 Each quotation shall, where appropriate, identify:

• scope of Services;
• exclusions;
• price;
• VAT;
• payment requirements;
• estimated programme;
• materials;
• assumptions;
• access requirements;
• Customer responsibilities;
• cancellation provisions; and
• relevant service-specific conditions.

5.2 The Customer is responsible for reviewing the quotation before acceptance.

5.3 Lucy & Phil shall not knowingly rely upon material information that it knows to be inaccurate.

5.4 Where pricing depends upon inspection, measurement or site conditions, the quotation shall be subject to those conditions being materially consistent with the information available at quotation stage.

6.1 A Contract becomes binding when Lucy & Phil accepts the Customer's instruction to proceed in accordance with the applicable quotation and any required contractual conditions have been satisfied.

6.2 Acceptance may occur through:

• signed acceptance;
• electronic acceptance;
• email confirmation;
• accepted purchase order;
• payment of an agreed deposit;
• payment against an accepted quotation; or
• another documented method accepted by Lucy & Phil.

6.3 The person accepting the Contract on behalf of an organisation warrants that they have appropriate authority to do so.

7.1 The Customer shall provide accurate information reasonably required to deliver the Services safely and correctly.

7.2 This includes information concerning:

• property condition;
• access;
• parking;
• loading;
• stairs and lifts;
• utilities;
• hazardous materials;
• asbestos or suspected asbestos;
• fragile surfaces;
• valuable possessions;
• existing defects;
• occupants;
• pets;
• safeguarding considerations;
• waste;
• restricted areas; and
• other material site conditions.

7.3 Failure to disclose a material condition may constitute a Customer-caused delay, Variation or additional cost where permitted by the Contract.

8.1 For appropriate projects, Lucy & Phil may undertake a pre-commencement assessment.

8.2 The assessment may include:

• site condition;
• dimensions;
• access;
• logistics;
• health and safety;
• environmental considerations;
• waste;
• materials;
• existing defects;
• Customer possessions;
• programme requirements; and
• operational risks.

8.3 A visual inspection is not a specialist structural, asbestos, electrical, drainage or other regulated survey unless expressly commissioned as such.

9.1 Construction and refurbishment work can expose conditions that were not reasonably apparent before work commenced.

9.2 These may include concealed:

• structural defects;
• pipework;
• wiring;
• drainage;
• damp;
• water ingress;
• previous defective workmanship;
• undocumented alterations;
• inadequate foundations; or
• hazardous materials.

9.3 Where such conditions materially affect the scope, safety, cost or programme, Lucy & Phil shall notify the Customer and, where reasonably practicable, provide an appropriate Variation or revised proposal.

10.1 Lucy & Phil shall perform Services with reasonable care and skill and in accordance with the agreed Contract.

10.2 Consumer statutory rights relating to service quality remain unaffected. UK guidance confirms that consumer services must be provided with reasonable care and skill and within a reasonable time where no specific time has been agreed.

10.3 Lucy & Phil shall use appropriately competent Personnel for the work undertaken.

11.1 Lucy & Phil maintains a structured approach to workforce suitability, competence and compliance.

11.2 Depending upon the role, contractual requirements and legal eligibility, pre-engagement checks may include:

• identity verification;
• right-to-work verification;
• employment history;
• professional references;
• qualification verification;
• competency assessment;
• professional registration;
• driving licence verification where driving forms part of the role;
• DBS screening where legally eligible;
• safeguarding checks;
• training verification; and
• other proportionate due diligence.

11.3 The level of DBS check shall be determined by the legal eligibility of the particular role and the requirements of the applicable Contract. Lucy & Phil shall not represent that every employee is subject to an Enhanced DBS check where that level of check is not legally available. DBS eligibility is prescribed by legislation.

12.1 Lucy & Phil shall undertake appropriate right-to-work checks before permitting Personnel to commence employment where required by law.

12.2 Evidence shall be retained in accordance with applicable legal and data-retention requirements.

12.3 The Company shall maintain appropriate controls to prevent unlawful working.

UK employers have a statutory responsibility to establish the right to work of employees.

13.1 Where a role is eligible for DBS screening, Lucy & Phil may obtain the appropriate check.

13.2 DBS checks may include, depending upon eligibility:

• Basic;
• Standard;
• Enhanced; or
• Enhanced with the relevant Barred List check.

13.3 DBS eligibility shall be assessed by role and activity, not simply by job title.

13.4 Where Personnel work in environments involving children or adults at risk, Lucy & Phil shall apply the safeguarding and screening requirements specified by the applicable Contract.

13.5 A DBS disclosure shall be treated as one component of safer recruitment rather than the sole assessment of suitability.

14.1 Where Services are provided within care, supported living, healthcare, education, children's services or other sensitive environments, Lucy & Phil shall comply with applicable Customer safeguarding requirements.

14.2 Personnel may be required to complete:

• safeguarding training;
• role-specific vetting;
• identification requirements;
• site induction;
• professional-boundary training;
• incident reporting procedures; and
• Customer-specific safeguarding procedures.

14.3 Any safeguarding concern identified during service delivery shall be escalated through the appropriate reporting route without unreasonable delay.

15.1 Lucy & Phil shall seek to ensure that Personnel assigned to Services are competent for the duties undertaken.

15.2 Depending upon role, this may include:

• health and safety;
• manual handling;
• COSHH;
• PPE;
• cleaning methodology;
• equipment operation;
• infection-control awareness;
• safeguarding;
• environmental procedures;
• waste handling;
• technical trade competence;
• customer service; and
• emergency procedures.

15.3 Personnel shall not knowingly be assigned work outside their competence.

16.1 Lucy & Phil may engage competent subcontractors and specialist suppliers where appropriate.

16.2 Where proportionate, subcontractors may be subject to:

• company verification;
• insurance verification;
• qualification checks;
• competency checks;
• right-to-work requirements;
• DBS screening where legally eligible;
• health and safety assessment;
• environmental requirements;
• licence verification;
• references;
• modern slavery controls;
• data-protection requirements; and
• Customer-specific compliance requirements.

16.3 Lucy & Phil shall maintain appropriate oversight of subcontracted Services forming part of its Contract.

17.1 Suppliers and subcontractors may be required to demonstrate lawful and responsible business practices.

17.2 Lucy & Phil may require evidence relating to:

• insurance;
• tax/business status;
• competence;
• health and safety;
• environmental performance;
• modern slavery;
• ethical conduct;
• licences;
• professional registrations; and
• contractual compliance.

18.1 Lucy & Phil shall apply proportionate health and safety controls appropriate to the Services.

18.2 Depending upon project requirements, these may include:

• risk assessments;
• method statements;
• COSHH assessments;
• site inductions;
• toolbox talks;
• PPE;
• equipment inspections;
• emergency arrangements;
• accident reporting;
• near-miss reporting;
• site segregation; and
• safe systems of work.

19.1 Lucy & Phil may suspend or refuse work where continuing would expose Personnel, Customers, members of the public or property to an unacceptable risk.

19.2 This includes circumstances involving:

• suspected asbestos;
• unsafe structures;
• uncontrolled hazardous substances;
• dangerous animals;
• serious access hazards;
• violence or threatening behaviour;
• unlawful instructions; or
• other serious health, safety or legal risks.

20.1 Lucy & Phil shall operate appropriate quality controls proportionate to the Services.

20.2 Controls may include:

• service specifications;
• checklists;
• supervisor inspections;
• photographs;
• completion records;
• snagging;
• corrective actions;
• customer sign-off;
• performance monitoring; and
• management review.

21.1 Lucy & Phil shall maintain appropriate procedures for recording and managing material incidents, accidents and near misses.

21.2 Where required by Contract, significant incidents shall be notified to the Customer within the contractual reporting timeframe.

21.3 Incident records may include:

• date and time;
• location;
• persons involved;
• description;
• immediate controls;
• investigation;
• corrective action; and
• closure.

22.1 Customers should identify valuable, fragile, irreplaceable or sensitive possessions before work begins.

22.2 Where appropriate, Customers should retain passports, cash, jewellery, medication and other irreplaceable possessions personally.

22.3 Lucy & Phil shall exercise reasonable care when handling Customer property.

23.1 Cleaning shall be delivered against the agreed specification.

23.2 Cleaning outcomes may be affected by the underlying condition, age, material, staining, deterioration, accessibility or previous treatment of a surface.

23.3 Lucy & Phil does not guarantee removal of conditions that cannot reasonably be remedied through the agreed cleaning methodology.

24.1 Customers are required to provide at least 48 hours' notice when cancelling or rescheduling a confirmed cleaning appointment, subject to statutory cancellation rights.

24.2 Where a Customer cancels or reschedules a confirmed appointment with less than 48 hours' notice, an £80 late cancellation/rescheduling charge may apply.

24.3 The charge is intended to reflect reasonable direct costs associated with labor allocation, scheduling, administration and lost utilization arising from late cancellation.

24.4 Lucy & Phil shall take reasonable steps to mitigate any loss, including attempting to reallocate the appointment where reasonably practicable.

24.5 The charge shall not be applied where doing so would conflict with a mandatory statutory Consumer right.

This approach is important because UK guidance states that cancellation charges should be reasonable, proportionate to direct loss and not excessive.

25.1 For applicable cleaning Services, Lucy & Phil shall operate a Pre-Handover Inspection Procedure.

25.2 Before the cleaning Personnel leave the Premises, the Customer or authorized representative shall be offered a reasonable opportunity to inspect the completed work.

25.3 Where a visible issue within the agreed scope is identified while Personnel remain on site, reasonable efforts shall be made to rectify the issue before departure.

25.4 Where the Customer declines or is unavailable for inspection, Lucy & Phil may record that the inspection opportunity was offered.

25.5 The absence of an inspection does not remove statutory Customer rights.

26.1 Lucy & Phil provides a 24-Hour Cleaning Handover Guarantee for qualifying workmanship matters.

26.2 A Customer who identifies a qualifying issue must notify Lucy & Phil within 24 hours of completion/handover.

26.3 The notification should identify:

• the affected area;
• the nature of the issue; and
• photographs where reasonably practicable.

26.4 Where the issue falls within the agreed scope and is reasonably attributable to cleaning workmanship, Lucy & Phil shall arrange a return visit at no additional labour charge to address the qualifying issue.

26.5 This guarantee does not constitute an unconditional guarantee of removal of:

• permanent staining;
• surface deterioration;
• pre-existing damage;
• odours arising from underlying causes;
• defects in materials;
• contamination occurring after handover; or
• work outside the agreed scope.

26.6 Statutory rights remain unaffected.

Where appropriate, Lucy & Phil may issue a:

CLEANING COMPLETION & HANDOVER RECORD

recording:

• service date;
• completion time;
• scope;
• inspection status;
• customer observations;
• photographs;
• remedial actions; and
• final status.

28.1 Customers must provide accurate inventory and access information.

28.2 Additional resources reasonably required because actual conditions materially differ from the information supplied may result in a Variation.

28.3 Lucy & Phil may decline to transport items that are unlawful, prohibited or present an unacceptable risk.

29.1 Storage shall be governed by the agreed storage arrangements.

29.2 Prohibited goods must not be placed into storage.

29.3 Customers remain responsible for providing accurate information concerning stored property.

30.1 Where available, Lucy & Phil may offer or arrange optional insurance/protection for eligible stored property.

30.2 Any protection must be expressly selected and confirmed before storage commences.

30.3 The applicable policy shall determine:

• insured value;
• limits;
• exclusions;
• excess;
• valuation basis;
• claims procedure; and
• conditions.

30.4 Customers may alternatively arrange their own appropriate insurance.

30.5 Lucy & Phil's ordinary business liability insurance shall not be represented as comprehensive contents insurance.

31.1 Lucy & Phil is registered with the Environment Agency as an:

UPPER TIER WASTE CARRIER, BROKER & DEALER

Registration Number: CBDU629079

31.2 Waste shall be handled in accordance with applicable legal and operational requirements.

31.3 Appropriate waste documentation shall be maintained where required.

31.4 Customers must disclose hazardous, contaminated, clinical, asbestos-containing or otherwise restricted waste.

31.5 Where waste materially differs from the quoted description, Lucy & Phil may revise the scope or price, suspend collection or decline the waste where legally or operationally necessary.

32.1 Where available, Customers may request optional insurance/protection for eligible Customer-owned property being transported or handled as part of waste-clearance or removal Services.

32.2 Such protection shall only apply where expressly confirmed in writing.

32.3 The relevant policy terms, exclusions, limits and excess shall apply.

33.1 Customers shall not instruct Lucy & Phil to dispose of waste unlawfully.

33.2 Customers shall provide accurate information regarding the source and nature of waste.

33.3 Lucy & Phil may refuse material where lawful handling cannot reasonably be arranged within the agreed scope.

Lucy & Phil seeks to minimise environmental impact through:

• waste segregation;
• recycling and recovery where reasonably practicable;
• responsible disposal;
• efficient resource use;
• appropriate chemical management;
• responsible procurement; and
• compliance with environmental requirements.

35.1 Lucy & Phil does not knowingly tolerate slavery, forced labour, servitude, trafficking or exploitation.

35.2 The Company expects Personnel, suppliers and subcontractors to comply with applicable modern-slavery requirements.

35.3 Material concerns may be escalated through the Company's reporting arrangements.

36.1 Lucy & Phil is committed to lawful, fair and respectful treatment of Personnel, Customers, suppliers and stakeholders.

36.2 The Company does not tolerate unlawful discrimination, harassment or victimisation.

37.1 Lucy & Phil prohibits bribery, corruption and improper inducements.

37.2 Personnel and suppliers must not offer or accept improper benefits intended to influence procurement, contract award or business decisions.

37.3 Public-sector Customers may impose additional anti-bribery requirements.

38.1 Actual or potential conflicts of interest shall be disclosed appropriately.

38.2 Personnel must not use their position to obtain an improper personal or commercial advantage.

39.1 Gifts and hospitality must not be offered or accepted where they could reasonably influence, or appear to influence, a procurement or contractual decision.

39.2 Stricter Customer policies shall take precedence where applicable.

40.1 Lucy & Phil supports good-faith reporting of serious concerns concerning:

• fraud;
• corruption;
• safeguarding;
• modern slavery;
• health and safety;
• environmental breaches;
• unlawful conduct;
• serious misconduct; or
• material compliance failures.

40.2 Appropriate concerns shall be investigated and escalated where necessary.

41.1 Lucy & Phil shall process personal data in accordance with applicable data-protection legislation.

41.2 Personal information may be processed for legitimate operational purposes including:

• quotations;
• contracts;
• project management;
• invoicing;
• workforce administration;
• vetting;
• safeguarding;
• compliance;
• insurance;
• legal requirements; and
• customer service.

42.1 DBS information shall be handled confidentially and only for lawful purposes.

42.2 Access shall be restricted to appropriately authorized persons.

42.3 Retention shall be managed in accordance with applicable requirements and the Company's data-management procedures.

Lucy & Phil shall maintain reasonable organisational and technical controls appropriate to the information it processes, including:

• access control;
• password security;
• secure document handling;
• confidentiality;
• incident reporting;
• secure communications; and
• appropriate data disposal.

Where Lucy & Phil provides Services under a public-sector or institutional Contract, the Company shall comply with applicable contractual requirements relating to:

• safeguarding;
• DBS;
• right to work;
• health and safety;
• information security;
• data protection;
• environmental management;
• modern slavery;
• equality;
• anti-bribery;
• social value;
• incident reporting;
• audit;
• performance management;
• business continuity; and
• service levels.

Where contractually required, Lucy & Phil shall provide reasonable evidence of compliance, subject to confidentiality and data-protection requirements.

This may include:

• insurance certificates;
• policies;
• training records;
• competency records;
• vetting evidence;
• right-to-work evidence;
• risk assessments;
• method statements;
• waste records;
• quality records;
• incident records;
• subcontractor due diligence; and
• performance information.

Where required by Contract, Lucy & Phil may monitor:

• attendance;
• response time;
• completion;
• quality;
• complaints;
• rework;
• incidents;
• customer satisfaction;
• waste performance;
• environmental performance; and
• agreed KPIs.

Lucy & Phil shall seek to maintain continuity of critical Services through proportionate contingency arrangements, including alternative Personnel, suppliers, equipment, communication arrangements and rescheduling where necessary.

Where included in a public-sector Contract, Lucy & Phil may support agreed social-value commitments through:

• local employment;
• training;
• apprenticeships;
• skills development;
• responsible procurement;
• environmental initiatives;
• community engagement; and
• local economic contribution.

Specific commitments shall be governed by the relevant Contract.

Lucy & Phil's current insurance certificate confirms:

• Public Liability — up to £5,000,000
• Employers' Liability — up to £10,000,000

All insurance remains subject to the insurer's policy wording, exclusions, conditions and limits.

Customers are responsible for arranging appropriate insurance for:

• personal possessions;
• stored goods;
• valuable items;
• consequential losses;
• business property; and
• other risks not expressly covered by Lucy & Phil's insurance.

Optional protection may be available for qualifying storage and waste-related services.

51.1 Where appropriate, Lucy & Phil shall provide a structured completion or handover process.

51.2 This may include:

• inspection;
• snagging;
• completion records;
• photographs;
• customer observations;
• outstanding items;
• corrective actions; and
• final confirmation.

52.1 Complaints shall be raised promptly.

52.2 Lucy & Phil shall investigate complaints using available evidence, which may include:

• photographs;
• inspection records;
• quotations;
• communications;
• handover records;
• staff reports;
• time sheets; and
• other relevant documentation.

52.3 Where a qualifying service failure is identified, reasonable corrective action shall be considered.

53.1 Consumer cancellation rights shall apply where legally applicable.

53.2 Lucy & Phil shall provide required cancellation information for contracts where such information is legally required.

53.3 Any cancellation charge shall be transparent and proportionate.

53.4 Nothing in these Terms prevents a Consumer from exercising a mandatory statutory right.

UK guidance specifically states that a cancellation charge must be reasonable and that businesses should take reasonable steps to mitigate direct loss.

Lucy & Phil may suspend Services where:

• payment is materially overdue;
• access is unavailable;
• serious safety risks arise;
• hazardous materials are discovered;
• necessary permissions are unavailable;
• the Customer materially breaches the Contract; or
• continuation becomes unlawful or impracticable.

Either party may terminate for material breach subject to applicable contractual and statutory requirements.

Lucy & Phil may terminate immediately where continuation would create a serious legal, safety or regulatory risk.

Lucy & Phil shall not be responsible for delay caused by circumstances beyond reasonable control, including severe weather, fire, flooding, major infrastructure failure, supplier failure, industrial action, governmental restrictions, emergencies or serious unforeseen site conditions.

57.1 Nothing in these Terms excludes or restricts liability that cannot legally be excluded or restricted.

57.2 Nothing excludes liability for death or personal injury caused by negligence, fraud or fraudulent misrepresentation or any other liability that the law prohibits a business from excluding.

57.3 Consumer statutory rights remain unaffected.

57.4 Any limitation applicable to Business Customers shall be subject to applicable law and any relevant reasonableness requirements.

To the extent permitted by law, the Customer may be responsible for reasonable losses directly caused by:

• materially inaccurate information;
• concealed hazardous materials;
• unlawful instructions;
• defective Customer-supplied materials;
• unauthorized interference; or
• material breach of Contract.

This does not apply to loss caused by Lucy & Phil's own negligence, breach or unlawful conduct.

Lucy & Phil may retain:

• quotations;
• contracts;
• photographs;
• measurements;
• variations;
• approvals;
• inspections;
• handovers;
• waste records;
• incident records;
• training records;
• vetting records;
• correspondence;
• invoices; and
• other relevant evidence.

Such records may be used for quality assurance, insurance, regulatory compliance, accounting, audit and dispute resolution.

Where appropriate and legally permissible, emails and agreed electronic communications may constitute written confirmation of:

• instructions;
• approvals;
• variations;
• appointments;
• completion;
• inspections; and
• other contractual matters.

Each party shall take reasonable measures to protect confidential information received from the other.

Lucy & Phil retains ownership of its:

• branding;
• proposals;
• templates;
• methodologies;
• documents;
• photographs;
• systems; and
• other intellectual property

unless expressly transferred in writing.

Except where expressly provided, persons who are not parties to the Contract shall not have rights to enforce its terms.

If any provision is found invalid or unenforceable, the remaining provisions shall continue in force.

Failure to enforce a provision immediately does not constitute a waiver of the right to enforce it subsequently.

The Contract, applicable quotation, specifications, accepted variations and these Terms constitute the agreement concerning the Services.

These Terms are governed by the law of England and Wales, subject to mandatory statutory rights.

Lucy & Phil's operating framework is founded upon:

• COMPETENCE: Appropriately selected and competent Personnel.
• ASSURANCE: Documented quality, safety and operational controls.
• ACCOUNTABILITY: Clear ownership from instruction through completion.
• SAFEGUARDING: Role-appropriate vetting and safeguarding controls.
• LEGAL COMPLIANCE: Appropriate regulatory, employment, environmental and contractual controls.
• ENVIRONMENTAL RESPONSIBILITY: Responsible waste management and resource use.
• TRANSPARENCY: Clear scope, pricing, variations and customer communication.
• EVIDENCE: Documented inspections, approvals, records and corrective actions.
• CONTINUOUS IMPROVEMENT: Learning from complaints, incidents, near misses and service performance.

By accepting the applicable quotation or otherwise instructing Lucy & Phil to proceed, the Customer confirms that they have been given a reasonable opportunity to review the contractual documentation applicable to the Services.

Nothing in this acknowledgement limits any mandatory statutory right.