Standard Terms

Updated 25 June 2021

PART A – KEY TERMS

  1. Lavanda Ventures Ltd (Lavanda) provides a range of channel and property management services providing short and medium-term rental solutions using its web and app-based platform, more details of which are available at www.getlavanda.com (the Platform). 

  2. The following terms and conditions (the Standard Terms), together with our Support Policy, Privacy Policy and any other relevant policies which we make available to you (collectively, the Agreement) govern the use of the Services. By using any of the Services, you agree to accept these Standard Terms. 

  3. Lavanda provide a range of service package options. When we accept your application to become a user of the Platform we will issue you with a subscription letter specifying the service package chosen by you (the Subscription). Please check your Subscription carefully as this will indicate which sections of these Standard Terms apply to you:

Part A – Key TermsApplicable to all Subscriptions
Part B – Software TermsApplicable to all Subscriptions
Part C – Package Terms
(1) Software Only Package (2) Operational Support Package(3) Full Management Package
Please check your Subscription carefully which will tell you which services package you have chosen. 
Part D – General Provisions Applicable to all Subscriptions
Part E - DefinitionsApplicable to all Subscriptions
  1. The Agreement, together with your Subscription and any master services agreement between us, will constitute the entire agreement between us and you.

  2. Notwithstanding paragraph 4 above, certain areas of the Platform, and access to or use of certain aspects of the Platform, may have different terms and conditions, guidelines or policies posted, or may require the acceptance of additional terms and conditions (jointly, Additional Terms). If there is any conflict between the Agreement and any Additional Terms, the Additional Terms will take precedence with respect to the use of, or access to, that area of the service provided by Lavanda. 

  3. For ease of reference, please see Part E of these Standard Terms which contains the defined capitalised terms used throughout these Standard Terms. In addition, references to Lavanda, we, our or us means Lavanda Ventures Ltd, and references to the Client, you or your means the entity who has entered into a Subscription.

PART B – GENERAL TERMS AND CONDITIONS FOR SOFTWARE 

Please refer to Part E – Definitions for definitions of capitalised terms

  1. Licence 

  1. Subject to payment of the Charges, the restrictions set out in this clause 1 and the other provisions of these Standard Terms, Lavanda hereby grants to the Client a non-exclusive, non-transferable right, without the right to grant sub-licences, to permit the Authorised Users to use the Software and the Documentation during the Subscription Term solely for the Client’s internal business operations.

  2. The Client undertakes that:

  1. each of its Authorised User shall keep a secure, confidential password for use of the Software and Documentation;

  2. it shall maintain a list of Authorised Users and provide details to Lavanda promptly upon request;

  3. it shall permit Lavanda to audit its use of the Software in order to establish the name and password of each Authorised User. Such audit may be conducted no more than once per quarter, at Lavanda’s expense, and this right shall be exercised with reasonable prior notice, in such a manner as not to substantially interfere with the Client’s normal conduct of business; and

  4. if any of the audits referred to in clause 1.2(c) reveal that any password has been provided to any individual who is not an Authorised User, then without prejudice to Lavanda’s other rights, the Client shall promptly disable such passwords.

  1. The Client shall not access, store, distribute or transmit any Viruses, or any material during the course of its use of the Software that:

  1. is unlawful, harmful, threatening, defamatory, obscene, infringing, harassing or racially or ethnically offensive;

  2. facilitates illegal activity;

  3. depicts sexually explicit images;

  4. promotes unlawful violence;

  5. is discriminatory based on race, gender, colour, religious belief, sexual orientation, disability; or

  6. is otherwise illegal or causes damage or injury to any person or property, 

and Lavanda reserves the right, without liability or prejudice to its other rights, to disable the Client’s access to any material that breaches the provisions of this clause.

  1. The Client shall not:

  1. except as may be allowed by any Applicable Law which is incapable of exclusion by agreement between the parties and except to the extent expressly permitted under these Standard Terms:

(i) attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Software and/or Documentation (as applicable) in any form or media or by any means; or

(ii) attempt to de-compile, reverse compile, disassemble, reverse engineer or otherwise reduce to human-perceivable form all or any part of the Software; or 

  1. access all or any part of the Services and Documentation in order to build a product or service which competes with the Services and/or the Documentation; or

  2. use the Services and/or Documentation to provide services to third parties; or

  3. license, sell, rent, lease, transfer, assign, distribute, display, disclose, or otherwise commercially exploit, or otherwise make the Services and/or Documentation available to any third party except the Authorised Users; or

  4. attempt to obtain, or assist third parties in obtaining, access to the Services and/or Documentation, other than as provided under this clause 1.

  1. The Client shall use all reasonable endeavours to prevent any unauthorised access to, or use of, the Software, Services and/or the Documentation and, in the event of any such unauthorised access or use, promptly notify Lavanda.

  2. The rights provided under this clause are granted to the Client only, and shall not be considered granted to any subsidiary or holding company of the Client.

  1. Third Party Providers

The Client acknowledges that the Services and the Platform may enable or assist it to access the website content of, correspond with, and purchase products and services from, third parties via third-party websites and that it does so solely at its own risk. Lavanda makes no representation, warranty or commitment and shall have no liability or obligation whatsoever in relation to the content or use of, or correspondence with, any such third-party website, or any transactions completed, and any contract entered into by the Client, with any such third party. Any contract entered into and any transaction completed via any third-party website is between the Client and the relevant third party, and not Lavanda. Lavanda recommends that the Client refers to the third party’s website terms and conditions and privacy policy prior to using the relevant third-party website. Lavanda does not endorse or approve any third-party website nor the content of any of the third-party website made available via the Services or the Platform.

PART C – PACKAGE TERMS

Please refer to Part E – Definitions for definitions of capitalised terms

Section 1 – Software Only Package

  1. Software, Training and Support

    1. Lavanda shall, during the Subscription Term, provide the Software Only Services and make available the Documentation to the Client on and subject to the provisions of these Standard Terms.

    2. Lavanda shall use commercially reasonable endeavours to make the Software Only Services available 24 hours a day, seven days a week, except for:

  1. planned maintenance carried out during the maintenance window of 10.00 pm to 2.00 am UK time; and

  2. unscheduled maintenance performed outside Business Hours, provided that Lavanda has used reasonable endeavours to give the Client at least 6 Business Hours’ notice in advance.

  1. In consideration of the Client’s obligation to pay the Charges, Lavanda shall provide the Support Services to all Authorised Users during Normal Business Hours. Lavanda may amend the Support Policy in its sole and absolute discretion from time to time provided that such amendments do not materially prejudice the ability of the Authorised Users to use and access the Software.

  1. Lavanda Obligations

    1. Lavanda undertakes that the Software Only Services will be performed substantially in accordance with the Documentation and Support Policy and with reasonable skill and care.

    2. The undertaking at clause 2.1 shall not apply to the extent of any non-conformance which is caused by use of the Services contrary to Lavanda’s instructions, or modification or alteration of the Services by any party other than Lavanda or Lavanda’s duly authorised contractors or agents. If the Software Only Services do not conform with the foregoing undertaking, Lavanda will, at its expense, use all reasonable commercial endeavours to correct any such non-conformance promptly, or provide the Client with an alternative means of accomplishing the desired performance. Such correction or substitution constitutes the Client’s sole and exclusive remedy for any breach of the undertaking set out in clause 2.1. Notwithstanding the foregoing, Lavanda:

  1. does not warrant that the Client’s use of the Software Only Services will be uninterrupted or error-free; or that the Services and/or the information obtained by the Client through the Services will meet the Client’s requirements; and

  2. is not responsible for any delays, delivery failures, or any other loss or damage resulting from the transfer of data over communications networks and facilities, including the internet, and the Client acknowledges that the Software Only Services may be subject to limitations, delays and other problems inherent in the use of such communications facilities.

  1. These Standard Terms shall not prevent Lavanda from entering into similar agreements with third parties, or from independently developing, using, selling or licensing documentation, products and/or services which are similar to those provided under these Standard Terms.

  2. Lavanda warrants that it has and will maintain all necessary licences, consents, and permissions necessary for the performance of its obligations under these Standard Terms.

  1. Client Obligations

    1. The Client shall:

  1. provide Lavanda with (i) all necessary co-operation in relation to these Standard Terms and its Subscription; and (ii) all necessary access to such information as may be required by Lavanda, in each case in order for Lavanda to provide the Software Only Services, including but not limited to the provision of Client Data, security access information and configuration services; 

  2. materially comply with all Applicable Laws with respect to its activities under these Standard Terms; 

  3. carry out all other Client responsibilities set out in these Standard Terms in a timely and efficient manner. In the event of any delays in the Client’s provision of such assistance as agreed by the parties, Lavanda may adjust any agreed timetable or delivery schedule as reasonably necessary; 

  4. ensure that the Authorised Users use the Services and the Documentation in accordance with these Standard Terms and shall be responsible for any Authorised User’s breach of these Standard Terms;

  5. obtain and shall maintain all necessary licences, consents, and permissions necessary for Lavanda, its contractors and agents to perform their obligations under these Standard Terms;

  6. ensure that its network and systems comply with the relevant specifications provided by Lavanda from time to time; and

  7. be solely responsible for procuring and maintaining its network connections and telecommunications links from its systems to Lavanda’s data centres, and all problems, conditions, delays, delivery failures and all other loss or damage arising from or relating to the Client’s network connections or telecommunications links or caused by the internet.

  1. Charges and Payment 

    1. The Client shall pay the Subscription Fees, together with any other Charges, to Lavanda for each Property. In order to facilitate this, the Client undertakes that it shall:

  1. at all times during the Subscription Term maintain a client bank account into which all Guest Revenue shall be collected; and 

  2. provide its client bank account provider with an executed direct debit mandate, effective from the Effective Date, authorising Lavanda to debit the Subscription Fees from such account on a monthly basis in accordance with this clause 4.

  1. During the Subscription Term, Lavanda shall ensure that the Software enables the Client to view, on a monthly basis:

  1. the Subscription Fees and how the Subscription Fees have been calculated for the preceding month; and 

  2. any other Charges due in accordance with these Standard Terms. 

  1. In the event that Lavanda is unable to debit any Subscription Fees payable pursuant to this clause 4 from a client bank account, Lavanda shall be entitled to invoice the Client for the Subscription Fees payable, together with any other Charges due, together with any applicable VAT, in which case the due date for payment by the Client of such amounts (to the extent not already paid) shall be 10 days from the date of the invoice. 

  2. Unless specified in a Subscription, the Subscription Fees and any other amounts due under these Standard Terms shall be payable in pounds sterling.

  3. In addition to the Charges due under these Standard Terms, the Client agrees and acknowledges that it is the Client’s responsibility to pay the following in relation to each Property:

  1. platform fees payable to Listing Sites;

  2. payment processing fees in respect of Guest Revenue;

  3. refunds due to Guests in respect of Bookings; and 

  4. any other amounts which are customarily paid by an owner of a property in connection with the letting of such property on a Listing Site, 

and to the extent that the Client has instructed Lavanda to pay any such amounts on its behalf, the Client shall promptly reimburse Lavanda upon receipt of an invoice, in which case the due date for payment by the Client of such amounts (to the extent not already paid) shall be 10 days from the date of the invoice.

Section 2 – Operational Support Package 

  1. Operational Support

  1. The Client hereby appoints Lavanda as the sole and exclusive provider of the Operational Support Services or similar property management activities in respect of the Property for the Subscription Term.

  2. In the event that the Client has specified that it wishes to receive the Operational Support Package, Lavanda shall provide the following enhanced services in relation to each Property, which shall be in addition to the Software Only Services detailed in Part C, Section 1:

Onboarding & setup services

  • Onboarding service for all units in your portfolio.

  • Platform configuration.

  • In-app development and unit creation for your portfolio.

  • Advanced listing creation and syncing.

  • Consulting support for operational setup as required (sourcing housekeeping, linen suppliers, etc.).

  • Furnishing support and advice.

Guest services 

  • 24/7 guest communications (pre-booking). 

  • Email and phone support to guests.

Revenue management

  • Revenue management & dynamic pricing optimisation.

  • Ongoing listing management to drive conversion across channels.

  • Quarterly performance review of all listings.

  • Dedicated Account Manager.

together, the Operational Support Services. 

  1. The Client agrees to appoint Lavanda as its exclusive agent to negotiate and conclude Bookings with Guests in the name of and on behalf of the Client, without reference to the Client, in accordance with these Standard Terms and the Subscription.

  2. The provisions of Part C, Section 1 shall apply to the Operational Support Services as if set out in full in this Part C, Section 2. 

Section 3 – Full Management Package

  1. Appointment and Exclusivity 

  1. The Client hereby appoints Lavanda as the sole and exclusive provider of the Full Management Services or similar property management activities in respect of the Property for the Subscription Term. The Client agrees to appoint Lavanda as its exclusive agent to negotiate and conclude Bookings with Guests in the name of and on behalf of the Client, without reference to the Client, in accordance with these Standard Terms and the Subscription.

  2. As exclusive agent, the Client authorises Lavanda to:

  1. access the Property at all reasonable times in order to perform the Full Management Services; 

  2. negotiate and otherwise conclude Bookings with Guests in the name of the Client and on behalf of the Client, without prior reference to the Client; 

  3. issue invoices for Bookings and collect payment of Guest Revenue on behalf of the Client; and

  4. create Client Profiles on behalf of the Client or make amendments to Client Profiles created by the Client. 

  1. As provider of the Full Management Services Lavanda will use reasonable efforts to obtain desirable rates of Guest Revenue for the Client in line with seasonality, market conditions and other changes in local demand. The Client shall not engage with third parties or directly, across their entire portfolio of residential assets owned or operated, in relation to the provision of short-term letting and management of properties on the Listing Sites. 

  2. The Client agrees and acknowledges that, in performing the Full Management Services, Lavanda will act as agent for the Client, and any Bookings concluded by Lavanda pursuant to these Standard Terms will be between the Client and a Guest. Lavanda does not accept any liability for Bookings concluded between the Client and a Guest. 

  1. Scope of Services

    1. Subject to payment of the Charges, Lavanda shall endeavour to offer the following services in connection with each Property:

  1. Check-in support, which will consist of (i) handling Guest enquiries; (ii) managing the Property’s calendar of availability; (iii) vetting prospective guests and confirming reservations; and (iv) giving Guests access to the Property; 

  2. Housekeeping support, which will consist of (i) removal of rubbish, plates and cutlery from every room used by the previous Guest at the Property; (ii) spray cleaning all visible surfaces at the Property; (iii) cleaning the bathroom, to include sink, toilet etc; (iv) making up beds being used by Guests at the Property; (v) delivering and collecting any bed and bathroom linen hired by or on behalf of the Client (together, the Linens); (vi) vacuuming the carpets and mopping the floors in the main rooms at the Property; (vii) checking whether all electrical equipment and appliances (including lightbulbs and television remote controls) at the Property are working; (viii) providing welcome packs for use by the Guest (subject to availability); (ix) checking for physical damage to the Property and (x) carrying out a final visual check prior to a Booking to ensure the Property is ready for the Guest; and 

  3. Marketing support, which will consist of (i) professional photography of the interior of the Property for advertising purposes; and (ii) marketing the Property through Listing Sites, 

together, the Full Management Services. 

  1. The Client agrees and acknowledges that neither Lavanda, its Local Property Manager, nor any of its employees, agents or contractors shall be responsible for providing any Excluded Services.

  2. Lavanda may provide the Full Management Services directly or may engage a third party contractor or Local Property Manager. 

  3. In the course of providing the Full Management Services, Lavanda may be required to contract with certain third party service providers to maintain or repair the Property (collectively being Works). By entering into a Subscription and agreeing to these Standard Terms the Client:

  1. authorises Lavanda to arrange for the Works to be completed on your behalf at our discretion in order to maintain an acceptable hospitality experience for Guests and avoid any refunds, penalties or negative reviews; 

  2. agree to pay Lavanda the Maintenance Handling Fees in respect of the Works; and

  3. agree to indemnify us for any additional costs properly incurred by Lavanda in performing the Works. 

  1. Notwithstanding the foregoing, where the cost of any Works for a Property is expected to cost more than £250 Lavanda will use reasonable endeavours to inform the Client of this and obtain the Client’s consent before commencing such Works, provided that no consent or prior notice will be necessary where such Works are Emergency Works. 

  2. In the event that Lavanda’s performance of its obligations under these Standard Terms is prevented or delayed due to any act or omission by a Client, its agents, subcontractors or employees, then, without prejudice to any other right or remedy we may have, Lavanda will be allowed an extension of time to perform its obligations equal to the delay so caused.

  3. Lavanda will ensure that it maintains appropriate levels of insurance to cover the liabilities that may arise from the performance of the Services throughout the Subscription Term.

  1. Client Obligations 

    1. The Client warrants that: 

  1.  it has obtained and shall maintain all necessary licences and consents necessary or desirable in accordance with Applicable Law to rent the Property; and 

  2. it has the right to enter into the Subscription and agree to these Standard Terms, to offer the Property as a rental generally, and specifically to offer the Property for any dates booked by a Guest; and 

  3. the Property has all valid safety certificates and equipment required by Applicable Law and local authority regulations, and the Client will ensure that these are valid at all times. This includes but is not limited to smoke and carbon monoxide alarms and fire extinguishers, the energy performance certificate, the gas safety certificate and the portable appliance testing certificate. If requested, the Client undertakes to immediately provide copies of the aforementioned certificates and any other evidence that Lavanda may reasonably require to evidence compliance with this clause. 

  1. The Client undertakes that it will:

  1. co-operate with Lavanda in all matters relating to the Services;

  2. pay to Lavanda the Charges due in accordance with these Standard Terms, including the fees set out in Schedule 2;

  3. provide to Lavanda in a timely manner all documents, information, items and materials in any form (whether owned by you or third party) that we reasonably require in connection with the Services and ensure that they are accurate and complete in all material respects;

  4. ensure that all furniture and appliances in the Property are in good working order and suitable for the purposes for which they are used and conform to all relevant standards or requirements;

  5. immediately inform Lavanda of any damage to a Property as soon as becoming aware of the same, and in any event prior to the arrival of a subsequent Guest; 

  6. ensure that any Linens are only for Guest use at the Property, are not removed from the Property and are returned at the end of the Subscription; 

  7. obtain and maintain all necessary licences and consents and comply with all relevant legislation as required to enable us to provide the Services in all cases before the date on which the services are due to start; 

  8. maintain appropriate insurance for the Property and its contents, including specialised insurance cover for rentals; and

  9. obtain and comply with all appropriate taxation or legal advice in relation to taxes required to be paid on amounts received by it in respect of a Property. 

  1. Property Availability and Cancellation

    1. The Client must keep Lavanda informed of the Property’s availability for bookings. Once the Property is listed as available for a given period, the Client must ensure that the Property is available for that period, even after termination of the Subscription.

    2. Failure to ensure that the Property is available may result in the Client being liable for the cost of sourcing suitable alternative accommodation for any Guest that has booked the Property for that period.

    3. Guest cancellations will be subject to the terms and conditions in place on the platform the Guest has booked on. Cancellations may affect your income and our Management Fees depending on the circumstances.

    4. The Client will provide Lavanda with at least four sets of keys and access fobs (if applicable) to the Property, or grant us the right to copy up to at least four full sets at your expense. Lavanda will hold one set of keys and an access fob (if applicable) in a secure third-party location near the Property to be used for operational purposes, which may be used by Lavanda and its agents to give Guests access to the Property.

  2. Charges and Payment 

    1. The Client shall pay the Charges to Lavanda for each Property. In order to facilitate this, the Client authorises Lavanda to collect Guest Revenue on its behalf, and Lavanda will, in respect of each Property:

  1. maintain a separate bank account, and ensure that all Guest Revenue received by it is paid into that bank account; 

  2. ensure that the Software enables the Client to view, no later than 30 days following the end of each calendar month, the Bookings, the Guest Revenue Received, and any Charges due to Lavanda (including but not limited to Management Fees); and

  3. no later than 30 days following the end of each calendar month, remit to the Client the Owner Income, which will be remitted gross of any taxation.

  1. In the event that Lavanda is unable to debit any Management Fees or other Charges due from a bank account held by it, Lavanda shall be entitled to invoice the Client for any such amounts, together with any applicable taxes, in which case the due date for payment by the Client of such amounts (to the extent not already paid) shall be 10 days from the date of the invoice. 

  2. Without prejudice to any other right or remedy that Lavanda may have, in the event that the Client fails to pay Lavanda any sums due in accordance with these Standard Terms, Lavanda may suspend all or part of the Services until payment has been made in full. 

  1. Additional Termination Right

In addition to the termination rights set out in Part D of these Standard Terms, a Subscription for Full Management Services may be terminated by either party giving at least 180 days’ written notice to the other party, such notice to expire no earlier than the date falling 5 years after the Effective Date. Termination by a Client with less than 180 days’ written notice, or prior to the fifth anniversary of the Effective Date is at the sole discretion of Lavanda. 

  1. Damage to Property

    1. Lavanda will be responsible for damage to the Property caused by our employees and/or contractors in performing the Services, provided that the events giving rise to the damage are covered by our insurance. We will inform you of these events if, as and when they happen, and will, at our option, either arrange for repair or compensation.

    2. The Client is liable for damage to the Property that is not covered by Lavanda’s insurance policy.

    3. Lavanda offers an optional bespoke trust and safety service to our customers called the Lavanda Home Guarantee (the LHG). This includes features such as:

  1. enhanced vetting of Guests;

  2. fraud checks on Guests;

  3. payment protection;

  4. chargeback protection; and

  5. in the event of failure of all of the above, then, as a back-stop measure, LHG includes free membership of a Guardhog insurance policy (details and policy document available upon request).

In the event that a Client opts to be part of the LHG as part of its Subscription, Lavanda will arrange for the LHG to cover all Bookings for each night by the Property is occupied by a Guest on the terms and subject to the conditions set out in the LHG. Any charges for the LHG will be deducted from the Guest Revenue in accordance with Schedule 2. 

PART D – GENERAL PROVISIONS

  1. Proprietary Rights

  1. The Client acknowledges and agrees that Lavanda and/or its licensors own all Intellectual Property Rights in the Software, Services, the Documentation, the Support Policy and any Client Profiles created by Lavanda. Except as expressly stated herein, these Standard Terms do not grant the Client any rights to, under or in, any Intellectual Property Rights, or any other rights or licences in respect of the Software, Services, Documentation, Support Policy or Client Profiles. 

  2. Lavanda confirms that it has all the rights in relation to the Software, Services, Documentation and Support Policy that are necessary to grant the rights it purports to grant under, and in accordance with, these Standard Terms. 

  3. Lavanda grants the Client the right to use any photographs of the Property taken from the Client Profile unless Lavanda has notified the Client that this is prohibited. 

  4. Lavanda may from time to time undertake custom engineering projects in connection with the Services. The Client agrees that all Intellectual Property Rights arising from any such projects shall belong to Lavanda, and the Client agrees to execute such additional documentation as Lavanda considers necessary or desirable to give effect to Lavanda’s ownership of all Intellectual Property Rights developed in connection with such projects. 

  1. Confidentiality

    1. Each party may be given access to Confidential Information from the other party in order to perform its obligations under these Standard Terms. 

    2. Subject to clause 2.3, each party shall hold the other’s Confidential Information in confidence and not make the other’s Confidential Information available to any third party, or use the other’s Confidential Information for any purpose other than the implementation of these Standard Terms.

    3. Each party shall take all reasonable steps to ensure that the other’s Confidential Information is only disclosed to such of its personnel, employees, subcontractors and agents who need to know it for the purposes of discharging its obligations under these Standard Terms and to ensure that such third parties do not disclose or distribute such Confidential Information in violation of the terms of these Standard Terms. Each party shall ensure that its personnel, employees, subcontractors and agents are subject to obligations of confidentiality corresponding to those which bind it under these Standard Terms. The disclosing party shall be liable to the other party for the actions or omissions of its personnel, employees, subcontractors and agents in relation to Confidential Information as if they were the actions and omissions of the disclosing party.

    4. A party may disclose Confidential Information to the extent such Confidential Information is required to be disclosed by Applicable Law, by any governmental or other regulatory authority or by a court or other authority of competent jurisdiction, provided that, to the extent it is legally permitted to do so, it gives the other party as much notice of such disclosure as possible and, where notice of disclosure is not prohibited and is given in accordance with this clause 2.4, it takes into account the reasonable requests of the other party in relation to the content of such disclosure.

    5. Save as expressly set out in these Standard Terms, neither party shall be responsible for any loss, destruction, alteration or disclosure of Confidential Information caused by any third party.

    6. The Client acknowledges that all personal data inputted into the Software by Lavanda constitutes Lavanda’s Confidential Information. 

    7. Lavanda acknowledges that the Client Data is the Confidential Information of the Client. The Client agrees that Lavanda may use Client Data to run statistical analysis and other research in order to improve its Service. 

    8. Subject to clause 2.9, no party shall make, or permit any person to make, any public announcement concerning these Standard Terms without the prior written consent of the other parties (such consent not to be unreasonably withheld or delayed), except as required by law, any governmental or regulatory authority (including, without limitation, any relevant securities exchange), any court or other authority of competent jurisdiction. 

    9. Notwithstanding clause 2.9, Lavanda shall be permitted to make announcements or issue press releases where authorised to do so pursuant to any master services agreement entered into between Lavanda and the Client from time to time 

    10. The above provisions of this clause 2 shall survive termination of any Subscription or these Standard Terms, however arising. 

  2. Term and Termination

    1. Each Subscription shall commence on the Effective Date and shall continue for the Subscription Term, whereupon Lavanda may at its sole discretion terminate the Subscription with immediate effect by giving written notice to the Client. 

    2. Without affecting any other right or remedy applicable to it, either party may terminate a Subscription with immediate effect upon the occurrence of a Termination Event by giving written notice to the other party. 

    3. On termination of a Subscription for any reason:

  1. all licences granted under these Standard Terms shall immediately terminate and the Client shall immediately cease to use all of the Services, Documentation and Support Policy; 

  2. Lavanda may, without liability to the Client, disable all Authorised User passwords and accounts, and suspend access to the Services; 

  3. you must immediately pay us for all our outstanding Charges together with any interest payable in accordance with these Standard Terms, and in respect of Services supplied but for which no invoice has been submitted, we may submit an invoice, which shall be payable immediately on receipt; 

  4. each party shall return and make no further use of any equipment, property, Documentation, Confidential Information and other items (and all copies of them) belonging to the other party; 

  5. in accordance with the Client’s reasonable written requirements, Lavanda shall either: (i) destroy or otherwise dispose of any of the Client Data in its possession (subject to the terms of applicable Data Protection Laws) or (ii) deliver to the Client (in a format and on the media reasonably stipulated by the Client) the then most recent back-up of the Client Data and following any such delivery, Lavanda shall destroy or otherwise dispose of all copies of the Client Data in its possession unless any applicable Data Protection Laws require its continued storage; and

  6. any rights, remedies, obligations or liabilities of the parties that have accrued up to the date of termination, including the right to claim damages in respect of any breach of the agreement which existed at or before the date of termination shall not be affected or prejudiced.

  1. In the event of a termination pursuant to these Standard Terms, all existing or confirmed Bookings within any notice period agreed between the Client and Lavanda must be honoured, and the Client agrees to indemnify Lavanda for any losses, costs, expenses or damages incurred as a result of a claim from Guests that have had their Booking cancelled within the aforementioned notice period.

  1. Client Data

    1. Both Lavanda and the Client will comply with all applicable requirements of the Applicable Data Protection Laws. This clause is in addition to, and does not relieve, remove or replace, Lavanda or the Client’s obligations or rights under the Applicable Data Protection Laws.

    2. The parties acknowledge that for the purposes of the Applicable Data Protection Laws, the Client is the Controller and Lavanda is the Processor. Schedule 1 to these Standard Terms sets out the scope, nature and purpose of processing by Lavanda, the duration of the processing and the types of Personal Data and categories of Data Subject.

    3. Without prejudice to the generality of clause 4.1, the Client shall ensure that it has all necessary appropriate consents and notices in place to enable lawful transfer of the Personal Data to Lavanda for the duration and purposes of its Subscription.

    4. Without prejudice to the generality of clause 4.1, Lavanda shall, in relation to any Personal Data processed in connection with the performance by Lavanda of its obligations under these Standard Terms:

  1. process that Personal Data solely to the extent necessary to provide the Services in accordance with these Standard Terms and shall not process the Personal Data for any other purpose other than on the documented written instructions of the Client, unless Lavanda is required by Applicable Laws to otherwise process that Personal Data. Where Lavanda is relying on laws of a member of the European Union or European Union law as the basis for processing Personal Data, Lavanda shall promptly notify the Client of this before performing the processing required by the Applicable Laws unless those Applicable Laws prohibit Lavanda from so notifying the Client;

  2. ensure that it has in place appropriate technical and organisational measures to protect against unauthorised or unlawful processing of Personal Data and against accidental loss or destruction of, or damage to, Personal Data, appropriate to the harm that might result from the unauthorised or unlawful processing or accidental loss, destruction or damage and the nature of the data to be protected, having regard to the state of technological development and the cost of implementing any measures (those measures may include, where appropriate, pseudonymising and encrypting Personal Data, ensuring confidentiality, integrity, availability and resilience of its systems and services, ensuring that availability of and access to Personal Data can be restored in a timely manner after an incident, and regularly assessing and evaluating the effectiveness of the technical and organisational measures adopted by it);

  3. ensure that all personnel who have access to and/or process Personal Data are obliged to keep the Personal Data confidential; and

  4. not transfer any Personal Data outside of the European Economic Area unless Lavanda complies with its obligations under the Applicable Data Protection Laws by providing an adequate level of protection to any Personal Data that is transferred;

  5. assist the Client, at the Client’s cost, in responding to any request from a Data Subject and in ensuring compliance with its obligations under the Applicable Data Protection Laws with respect to security, breach notifications, impact assessments and consultations with supervisory authorities or regulators;

  6. notify the Client without undue delay on becoming aware of a Personal Data breach;

  7. at the written direction of the Client, delete or return Personal Data and copies thereof to the Client on termination of the Subscription unless required by Applicable Law to store the Personal Data; and

  8. maintain complete and accurate records and information to demonstrate its compliance with this clause 4 (the Records) and allow for audits by the Client or its designated auditor of such Records, provided that such audit rights may only be exercised by the Client once during each calendar year of the Subscription Term and the Client agrees that its personnel and/or those of its designated auditor must abide by all safety and security rules in operation at Lavanda’s premises from time to time or notified to them by Lavanda.

  1. The Client consents to the appointment of all third-party processors of Personal Data that Lavanda has appointed as of the date of these Standard Terms, and which Lavanda may appoint from time to time in accordance with its privacy policy (available at https://getlavanda.com/privacy). Lavanda confirms that it may only appoint additional third-party processors of Personal Data if the Client provides Lavanda with its consent prior to each such appointment. Lavanda has or, as the case may be, will enter into written agreements with each third-party processor of Personal Data incorporating terms which are substantially similar to those set out in this clause 3 and which Lavanda confirms reflects and will continue to reflect the requirements of the Applicable Data Protection Laws. As between the Client and Lavanda, Lavanda shall remain fully liable for all acts or omissions of any third-party processor appointed by it pursuant to this clause 4.5.

  1. Indemnity

    1. The Client shall defend, indemnify and hold harmless Lavanda against claims, actions, proceedings, losses, damages, expenses and costs (including without limitation court costs and reasonable legal fees) arising out of or in connection with the Client’s use of the Services and/or Documentation, provided that:

  1. the Client is given prompt notice of any such claim; 

  2. Lavanda provides reasonable co-operation to the Client in the defence and settlement of such claim, at the Client’s expense; and 

  3. the Client is given sole authority to defend or settle the claim.

  1. Lavanda shall defend the Client, its officers, directors and employees against any claim that the Services, Support Policy or Documentation infringes any Intellectual Property Rights of a third party, and shall indemnify the Client for any amounts awarded against the Client in judgment or settlement of such claims, provided that:

  1. Lavanda is given prompt notice of any such claim;

  2. the Client provides reasonable co-operation to Lavanda in the defence and settlement of such claim, at Lavanda’s expense; and

  3. Lavanda is given sole authority to defend or settle the claim.

  1. In the defence or settlement of any claim, Lavanda may procure the right for the Client to continue using the Services, replace or modify the Services so that they become non-infringing or, if such remedies are not reasonably available, terminate their Subscription on 5 Business Days’ notice to the Client without any additional liability or obligation to pay liquidated damages or other additional costs to the Client.

  2. In no event shall Lavanda, its employees, agents and sub-contractors be liable to the Client to the extent that the alleged infringement is based on:

  1. a modification of the Services, Support Policy or Documentation by anyone other than Lavanda; or

  2. the Client’s use of the Services, Support Policy or Documentation in a manner contrary to the instructions given to the Client by Lavanda; or

  3. the Client’s use of the Services, Support Policy or Documentation after notice of the alleged or actual infringement from Lavanda or any appropriate authority.

The foregoing and Part D, clause 6 (Limitation of Liability) state the Client’s sole and exclusive rights and remedies, and Lavanda’s (including Lavanda’s employees’, agents’ and sub-contractors’) entire obligations and liability, for infringement of any Intellectual Property Rights.

  1. Limitation of Liability

    1. Except as expressly and specifically provided in these Standard Terms:

  1. the Client assumes sole responsibility for results obtained from the use of the Services, Support Policy and the Documentation by the Client, and for conclusions drawn from such use. Lavanda shall have no liability for any damage caused by errors or omissions in any information, instructions or scripts provided to Lavanda by the Client in connection with the Services, or any actions taken by Lavanda at the Client’s direction;

  2. all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by Applicable Law, excluded from these Standard Terms; and

  3. the Services, Support Policy and the Documentation are provided to the Client on an “as is” basis.

  1. Nothing in these Standard Terms excludes the liability of Lavanda for death or personal injury caused by Lavanda’s negligence, or for fraud or fraudulent misrepresentation.

  2. Subject to clause 6.1 and clause 6.2:

  1. Lavanda shall not be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any loss of profits, loss of business, depletion of goodwill and/or similar losses or pure economic loss, or for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under these Standard Terms; 

  2. Lavanda’s total aggregate liability in contract (including in respect of any indemnities given in these Standard Terms), tort (including negligence or breach of statutory duty), misrepresentation, restitution or otherwise, arising in connection with the performance or contemplated performance of these Standard Terms shall be limited to the total Charges paid in connection with the Subscription during the 12 months immediately preceding the date on which the claim arose; and 

  3. the terms implied by sections 3 to 5 of the Supply of Goods and Services Act 1982 are, to the fullest extent permitted by Applicable Law, hereby excluded.

  1. Agency 

Each of the Client and Lavanda agree and acknowledge that Lavanda shall act as the agent of the Client when concluding Bookings. Where the Client has authorised Lavanda to conclude Bookings on its behalf, the Client shall permit Lavanda to manage the price for letting the Property and to collect the Guest Revenue on its behalf. Lavanda will not be a party to any contract between the Client and a Listing Site or any other service provider. Lavanda cannot provide any advice in relation to, and does not accept liability for, any contracts concluded with Listing Sites in respect of Bookings.

  1. Force Majeure

    1. Lavanda shall have no liability to the Client under these Standard Terms if it is prevented from or delayed in performing its obligations under these Standard Terms, or from carrying on its business, by a Force Majeure Event. 

    2. Upon the occurrence of a Force Majeure Event Lavanda shall use reasonable endeavours to notify the Client as soon as becoming aware of the same, specifying the nature of the Force Majeure Event and its expected duration. 

  2. Variation

Lavanda reserves the right to vary these Standard Terms from time-to-time in line with developments in its business and operation. Any such variation will be published to this updated location on our website or sent in writing to you.

  1. Waive 

No failure or delay by a party to exercise any right or remedy provided under these Standard Terms or by law shall constitute a waiver of that or any other right or remedy, nor shall it prevent or restrict the further exercise of that or any other right or remedy. No single or partial exercise of such right or remedy shall prevent or restrict the further exercise of that or any other right or remedy.

  1. Rights and Remedies

Except as expressly provided in these Standard Terms, the rights and remedies provided under these Standard Terms are in addition to, and not exclusive of, any rights or remedies provided by law.

  1. Default interest 

If the Client fails to make a payment due to Lavanda under these Standard Terms by the due date, then, without limiting Lavanda’s other remedies under these Standard Terms, the Client shall pay interest on the overdue sum from the due date until payment of the overdue sum, whether before or after judgment. Interest under this clause will accrue each day at 4% a year above the Bank of England's base rate from time to time, but at 4% a year for any period when that base rate is below 0%.

  1. Taxes

All amounts expressed to be payable under these Standard Terms shall, unless otherwise stated, be exclusive of any taxes, including but not limited to VAT. Each of Lavanda and the Client is responsible for procuring its own advice regarding the taxation of any amounts received by it pursuant to these Standard Terms. 

  1. Severance 

If any provision (or part of a provision) of these Standard Terms is found by any court or administrative body of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force. If any invalid, unenforceable or illegal provision would be valid, enforceable or legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.

  1. Entire Agreement 

    1. The Agreement, together with your Subscription and any master services agreements entered into between the parties 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.

    2. Each party acknowledges that in entering into the Subscription and agreeing to these Standard Terms, it does not rely on, and shall have no remedies in respect of, any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in these Standard Terms.

    3. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in the Agreement.

    4. Nothing in this clause shall limit or exclude any liability for fraud.

  2. Assignment 

    1. The Client shall not, without the prior written consent of Lavanda, assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement.

  3. Lavanda may at any time assign, transfer, charge, sub-contract or deal in any other manner with all or any of its rights or obligations under the Agreement.

  1. No partnership

Nothing in these Standard Terms is intended to or shall operate to create a partnership between the parties.

  1. Third party rights

The Agreement does not confer any rights on any person or party (other than the parties to the Agreement and, where applicable, their successors and permitted assigns) pursuant to the Contracts (Rights of Third Parties) Act 1999.

  1. Notices

    1. Any notice given to a party under or in connection with these Standard Terms shall be in writing and shall be:

  1. 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

  2. sent by email to the email address:

(i) in the case of Lavanda - legal@getlavanda.com; and

(ii) in the case of the Client – as specified in the Subscription. 

  1. Any notice shall be deemed to have been received:

  1. if delivered by hand, on signature of a delivery receipt or at the time the notice is left at the proper address;

  2. if sent by pre-paid first-class post or other next working day delivery service, at 9.00am on the second Business Day after posting or at the time recorded by the delivery service; or

  3. if sent by email, on its transmission.

  1. This clause does not apply to the service of any proceedings or other documents in any legal action or, where applicable, any arbitration or other method of dispute resolution.

  1.  Counterparts

The Subscription, and any other documents required to be signed in connection with the Services, may be executed in any number of counterparts, each of which when executed and delivered shall constitute a duplicate original, but all the counterparts shall together constitute the one agreement. No counterpart shall be effective until each party has executed and delivered at least one counterpart.

  1. Governing law

The Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

  1. Jurisdiction 

Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with these Agreement or its subject matter or formation (including non-contractual disputes or claims).

PART E - DEFINITIONS 

Applicable Data Protection Laws: (i) to the extent the UK GDPR applies, the law of the United Kingdom or of a part of the United Kingdom which relates to the protection of personal data; and (ii) to the extent the EU GDPR applies, the law of the European Union or any member state of the European Union to which the Supplier is subject, which relates to the protection of personal data.

Applicable Law: all applicable laws, enactments rules, regulations, orders, regulatory policies, regulatory permits and licences, and any mandatory instructions or requests of a regulator, in each case which are in force from time to time.

Authorised Users: those employees, agents and independent contractors of the Client who are authorised by the Client to use the Services and the Documentation, as further described in Part B clause 1.2.

Booking: a written contract for the short or medium term rental of a Property to a Guest.

Business Day: a day other than a Saturday, Sunday or public holiday in England when banks in London are open for business.

Business Hours: 9 am to 5pm UK time, on a Business Day.

Charges: all amounts payable to Lavanda under these Standard Terms, including but not limited to the Subscription Fees, any Management Fees, the fees set out in Schedule 2 and any expenses or other amounts due to Lavanda. 

Client Data: the data inputted by the Client, Authorised Users, or Lavanda on the Client’s behalf for the purpose of using the Services or facilitating the Client’s use of the Services.

Client Profile: the online description of a Property on a Listing Site and includes photographs of the rooms, details of its location, amenities and calendar availability.

Confidential Information: information that is proprietary or confidential concerning the business, affairs, clients or suppliers of the other party or any member of the group to which the other party belongs. Confidential Information shall not include information which (i) is or becomes publicly known other than through any act or omission of the receiving party; (ii) was in the other party’s lawful possession before the disclosure; (iii) is lawfully disclosed to the receiving party by a third party without restriction on disclosure; or (iv) is independently developed by the receiving party, which independent development can be shown by written evidence.

Controller: has the meaning set out in the Applicable Data Protection Laws.

Data Subject: an individual who is the subject of Personal Data.

Documentation: the document made available to the Client by Lavanda online via www.getlavanda.com or such other web address notified by Lavanda to the Client from time to time which sets out a description of the Software and the user instructions for the Software.

Effective Date: the date specified in your Subscription.

EU GDPR: the General Data Protection Regulation (Regulation (EU) 2016/679).

Force Majeure Event: any acts, events, omissions or accidents beyond Lavanda’s reasonable control, including, without limitation, strikes, lock-outs or other industrial disputes (whether involving the workforce of Lavanda or any other party), failure of a utility service or transport or telecommunications network, act of God, war, riot, civil commotion, malicious damage, compliance with any law or governmental order, rule, regulation or direction, accident, breakdown of plant or machinery, fire, flood, storm or default of suppliers or sub-contractors. 

Guest: a person who rents a Property on a short or medium-term basis during the Subscription Term.

Guest Revenue: the fees payable by a Guest in respect of a Booking. 

Intellectual Property Rights: patents, trademarks, service marks, design rights, domain names, database rights, registrations and applications for registration for any of the foregoing, copyright and all rights in the nature of copyright, trade secrets, know-how and other industrial and intellectual property rights, wherever subsisting.

International Organisation: has the meaning given to it the Applicable Data Protection Laws.

Listing Site: any website or mobile app which lists properties available for short and medium-term rentals, including but not limited to AirBnb, Booking.com, HomeAway, Expedia and similar short and medium-term accommodation booking platforms or travel agency platforms. 

Operational Support Services: has the meaning given in Part C, Section 2, clause 2.1. 

Personal Data: has the meaning set out in the Applicable Data Protection Laws and relates only to personal data, or any part of such personal data, comprising the Client Data.

Platform: has the meaning given in Part A.

Processing: has the meaning set out in the Applicable Data Protection Laws.

Processor: has the meaning set out in the Applicable Data Protection Laws.

Property: a property identified in a Subscription as being the subject of the Services. 

Records: has the meaning given in Part D, clause 4.4(h).

Services: means (i) the Software Only Services; (ii) the Operational Support Services and/or (iii) the Full Management Services. 

Software Only Services: the provision by Lavanda to the Client of the software and the support services, being: (i) the licence to use the Software and Documentation pursuant to Part [B] clause 1; and (ii) the Support Services, as more particularly described in the Documentation and the Support Policy. 

Software: the Lavanda PMS online software application (or such other name as Lavanda may adopt for it from time to time) provided by Lavanda via pms.lavanda.app (or such other web address notified by Lavanda to the Client from time to time). 

Subscription: the Client’s order for Services as set out in Lavanda’s standard subscription form, a template for which is available from the Supplier from time to time. 

Subscription Fees: a sum specified in the Subscription as being payable in respect of the Services, calculated as a percentage based on the aggregate of (i) the total Guest Revenue for the Property and (ii) the cleaning fees payable by the Guest in respect of the Property.

Subscription Term: has the meaning given in the Subscription.

Support Policy: Lavanda’s policy setting out the terms of the technical helpdesk support service in relation to the use of the Software as made available online via pms.lavanda.app or such other web address notified by Lavanda to the Client from time to time.

Support Services: the technical helpdesk support services to be provided by Lavanda to all Authorised Users in accordance with Part B, clause 2.3 and the terms of the Support Policy.

Termination Event: any of the following in relation to a party: 

  1. the other party fails to pay any amount due under a Subscription or these Standard Terms on the due date for payment and remains in default not less than 30 days after being notified in writing to make such payment;

  2. the other party commits a material breach of any other term of these Standard Terns which breach is irremediable or (if such breach is remediable) fails to remedy that breach within a period of 30 days after being notified in writing to do so;

  3. the other party suspends, or threatens to suspend, payment of its debts or is unable to pay its debts as they fall due or admits inability to pay its debts or is deemed unable to pay its debts within the meaning of section 123 of the Insolvency Act 1986;

  4. the other party commences negotiations with all or any class of its creditors with a view to rescheduling any of its debts, or makes a proposal for or enters into any compromise or arrangement with its creditors other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party;

  5. a petition is filed, a notice is given, a resolution is passed, or an order is made, for or in connection with the winding up of that other party other than for the sole purpose of a scheme for a solvent amalgamation of that other party with one or more other companies or the solvent reconstruction of that other party;

  6. an application is made to court, or an order is made, for the appointment of an administrator, or if a notice of intention to appoint an administrator is given or if an administrator is appointed, over the other party;

  7. the holder of a qualifying floating charge over the assets of that other party has become entitled to appoint or has appointed an administrative receiver;

  8. a person becomes entitled to appoint a receiver over the assets of the other party or a receiver is appointed over the assets of the other party;

  9. a creditor or encumbrancer of the other party attaches or takes possession of, or a distress, execution, sequestration or other such process is levied or enforced on or sued against, the whole or any part of the other party’s assets and such attachment or process is not discharged within 14 days;

  10. any event occurs, or proceeding is taken, with respect to the other party in any jurisdiction to which it is subject that has an effect equivalent or similar to any of the events mentioned in paragraphs (a) to clause (i) above (inclusive); or

  11. the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business.

UK GDPR: has the meaning given to it in the Data Protection Act 2018.

Virus: any thing or device (including any software, code, file or programme) which may: prevent, impair or otherwise adversely affect the operation of any computer software, hardware or network, any telecommunications service, equipment or network or any other service or device; prevent, impair or otherwise adversely affect access to or the operation of any programme or data, including the reliability of any programme or data (whether by re-arranging, altering or erasing the programme or data in whole or part or otherwise); or adversely affect the user experience, including worms, trojan horses, viruses and other similar things or devices.

ADDITIONAL DEFINITIONS FOR PART C, SECTION 3

Emergency Works: any emergency maintenance required to be undertaken on a Property which are deemed by Lavanda (acting in its sole discretion) to be urgent in order to protect the Property or Guests. This shall include any work needed to protect the Property from further damage, such as a water leak, or where the impact will mean that the Guest cannot reasonably stay at the Property (such as no hot water, broken lock on an outside door, replacement of faulty or lost keys or key fobs, clothes stuck in washing machine and Guest needs to depart). 

Excluded Services: any of the following services:

  • Window washing;

  • Washing walls;

  • Furniture treatment;

  • Carpet treatment or deep cleaning;

  • Cleaning of communal or outside areas;

  • Cleaning of exterior windows;

  • Animal waste removal;

  • Gardening & garden shed cleaning;

  • Garden and/or patio cleaning;

  • Mould and/or bio-hazardous substance removal;

  • Industrial cleaning;

  •  The lifting of heavy furniture;

  • Cleaning surfaces above arms reach;

  • Cleaning of heavily soiled areas;

  • Extermination (insects etc.);

  • Yard work or garage cleaning;

  • Deep oven cleaning; and

  • Cleaning of items that appear to be broken or are likely to break during cleaning.

Full Management Services: has the meaning given in Part C, Section 3, clause 2.1.

Local Property Manager: a local hospitality partner who Lavanda vets and utilises as a provider to carry out operational tasks such as housekeeping, maintenance and guest communications.

Maintenance Handling Fees: has the meaning given in Schedule 2.

Management Fees: the fees payable to Lavanda by the Client for the Full Management Services in accordance with Part C, Section 3, clause 5.

Owner Income: the Guest Revenue less (i) the Management Fees, and (ii) any expenses or other amounts deducted in accordance with Schedule 2.

Works: has the meaning given in Part C, Section 3, clause 2.4.

Schedule 1 – PROCESSING, PERSONAL DATA AND DATA SUBJECTS

SCOPE AND PURPOSE OF PROCESSING

Lavanda will process the Personal Data in order to provide the Services to the Client.

NATURE

Lavanda will store, transfer and allow the Client to access the Personal Data via the Software.

DURATION OF THE PROCESSING

Lavanda will process the Personal Data for the duration of the Subscription Term.

TYPES OF PERSONAL DATA

Names, titles, postal addresses, telephone numbers and email addresses of Guests, together with names, titles, telephone numbers and email addresses of Authorised Users.

CATEGORIES OF DATA SUBJECT

Clients, Guests and Authorised Users.

Schedule 2 – Fees

By accepting these Standard Terms, the Client acknowledges and accepts that the following fees may be charged:

CHARGEAMOUNTDETAILS
Management Fees(Full Management Package only)Detailed in SubscriptionThis fee includes the provision of Full Management Services by Lavanda as the property manager.
On-boarding Fee£250 (including VAT)Lavanda charges a one-time on-boarding fee (deducted from the Client’s first payment of Guest Revenue) to cover the following costs:

- initial Guest ready clean;

- interior stylist;

- professional photography;

- inventory collection;

- multichannel account set-up; and

- dynamic pricing set-up.

Note that you are liable to pay the full On-boarding Fee upfront if either we do not receive any availability four weeks from the start date of your Subscription, or if the on-boarding session is cancelled within 24 hours of its scheduled time.
Furnishing FeesAs agreed in writing between Lavanda and the ClientFrom time to time the Client may be required to furnish a Property with hard furnishings (including but not limited to sofas, beds, chairs and tables) and/or soft furnishings (including but not limited to kitchen utensils, cushions and duvets), or both (together, the Furnishing Fees). Lavanda will discuss and agree any Furnishing Fees with the Client prior to any such fees being incurred. The Client may either elect to pay these costs upfront, or, at Lavanda’s option, Lavanda may elect to finance the Furnishing Fees and then deduct them from Guest Revenue prior to remitting Owner Income to the Client. 
In the event that the Client requests that Lavanda finances the Furnishing Fees, and Lavanda accepts this request, Lavanda reserves the right to charge a fee equal to 10% of the Furnishing Fees for providing this service, and may also require the Client to ensure that the Property is available for a minimum number of nights during the Subscription.
Lavanda Home Guarantee£4 per night booked (including VAT)Lavanda offers an optional bespoke trust and safety service to our Residential product customers called the Lavanda Home Guarantee (the “LHG”). Customers pay £4 a night for this service and it includes features like:

- Enhanced vetting;
- Fraud checks on guest;
- Payments protection;
- Chargeback protection;

If these fail, the back-up is then free membership of an insurance policy provided by a third party insurance provider (policy document and terms available upon request).

Any Property subject to the LHG is automatically covered for every night that a Guest stays at the Property. In the unlikely event of any claim being made, the insurer will take care of everything from the gathering of evidence to the submission of the claim and the resulting pay-out - with support throughout by Lavanda.

The third party insurance currently includes the following (please note that this is subject to change and you should contact Lavanda to obtain current information on the policy document and its terms):

- Buildings: the amount insured is up to £1,000,000, with an excess charge of £250. Any property that we on-board is required to have existing buildings insurance in place.  This insurance covers damage to fixtures within the unit such as baths, sinks, walls, etc.

- Contents: the amount insured is up to £100,000 with an excess charge of £250. This insurance covers damage to items brought into the unit such as sofas, tables, beds, lights, etc.

- Public Liability: the amount insured is up to £2,000,000 with an excess charge of £250.

- Homesharing Liability: the amount insured is up to £2,000,000 with an excess charge of £250. This is used if a Guest causes damage outside the individual unit and repairs are needed to the building itself or other units.
Booking Platform FeeVariable by platform (from 5.0%)This is the fee charged by the Listing Sites (booking platforms) in order to advertise a Property on the rental market. 
Maintenance Handling Fees
(Full Management only)
The greater of either 20% of the total cost of the job, or a minimum fee of £20 (inclusive of VAT)The handling fees will be charged on top of the cost of any Works managed by Lavanda.
If the internet goes down at the Property and cannot be restarted remotely, we will put into place temporary internet without prior approval and will charge such costs to the Client. This is in order to protect the rental income and avoid Guest claims for refunds on this basis.

Housekeeping Fee
(Full Management Package only)
 Housekeeping fees are charged directly to the Guest when staying at the Property, and will vary by bedroom size, location and time. If you have specific housekeeping requests, please contact Lavanda for further information on whether these requests can be met and whether any relevant charges apply.
Other Fees Lavanda reserves the right to charge additional delivery charges and access charges based on our hourly rates, details of which are available upon request.

In the unlikely event that any Linens or items that we own at the Property are stolen, lost or damaged (other than as a result of ordinary wear and tear), charges may apply.