Terms of Service
Partners / Businesses

Effective Date: May 15, 2024

We are UpTalent Limited trading as FlairMakers. We offer a trusted online digital platform though our digital platform allowing freelance hospitality professionals to be matched with business Partners in the hospitality sector who need short-term, project-based freelance services.

FlairMakers is not a hospitality business, or an employment agency. FlairMakers provides a Site for Partners to connect with Talent for the Talent’s services.

By registering for an account on the Site, or by clicking on the “accept” button below you agree to these Terms of Service which will bind you.

Please read it together with our privacy policy before you register and use the Site.

You must be at least 18 years old to use the Site. Any use of, or access to any Services by anyone who is younger than 18 years of age is unauthorized, unlicensed and violates these Terms. By using any Services, you represent and warrant that you are at least 18 years of age.

1. Definitions

“App” means our desktop and mobile App through which Talent can access the Site and Services;

“Engage(s)”, “Engagement” or “Engaged” means a temporary role posted on the Site by a Partner;

“Engagement Order” means the selection of a Talent by a Partner for an Engagement in accordance with Clause 4 of these Terms;

“Fees” means the fees payable by the Partner under these Terms, including the Service Fee and the Talent Fees;

“FlairMakers”, “we”, or “us” means UpTalent Limited trading as “FlairMakers”;

“Partners”, “you” or “your” means a business who accesses our Site and/or uses our Services for the purposes of connecting with freelance Talent for a particular Engagement;

“Payment Terms” means FlairMakers payment process that governs payments between Partners, FlairMakers and Talent, as further described in Clause 4.6;

“Service Fee” means the fee(s) paid by a Partner to FlairMakers for each Engagement calculated as a percentage of the Talent Fees for the relevant Engagement. Details of these fees and their calculation can be found on the Site and are visible to Partners and Talent before the Engagement Order is validated and accepted.;

“Services” means all services, features and functionalities provided by FlairMakers, on the Site, to facilitate the connection of Talent to Partners;

“Site” means our online digital platform, including our mobile App, that connects Talent with Partners, and any other application or technology we may use to provide the Services;

“Talent” means a self-employed freelance professional who is registered on our Site. Talent are not employees of FlairMakers and are independent contractors;

“Talent Fees” means the fees charged by the Talent and paid by the Partner for the Talent Services for the relevant Engagement;

“Talent Services” means the services offered by the Talent on the Site;

“Terms of Service”, or “Terms” means this document (including the Payment Terms) which governs your access to and use of our Site and Services, as amended from time to time by us;

“User”, “you” or “your” means a Partner, or Talent who accesses our Site and/or uses our Services; and

“Website” means [https://flairmakers.com/] through which Users can access the Site and use the Services.

2. Terms of Service

2.1 The ultimate decision to contract with a Talent rests solely with the You agree that it is your responsibility to review, understand, and agree to the terms of any contract or Engagement Order between yourself and the Freelancer, including the terms of compensation for Talent Services.

2.2 The Talent’s relationship is with the Partner as an independent contractor

3. Your Account

3.1 Partners must create an account to access the Site and use the Services, and it’s important that you keep your account accurate and up to date (particularly your email address and password). You represent and warrant that you are authorized to bind your employer or such entity to these Terms and you agree to these Terms on their

3.2 When you create an account for any of our Services, you must provide us with accurate and complete information as prompted by the account creation and registration process and keep that information up to date. Otherwise, some of our Services may not operate correctly, and we may not be able to contact you with important notices.

3.3 Partners are responsible for maintaining the confidentiality of any and all actions that take place while using their account, and must notify our Support Team right away of any actual or suspected loss, theft, or unauthorized use of your account or account password. We are not responsible for any loss that results from unauthorized use of your username and password.

3.4 Partners may not offer or make any payments using any method other than through the Site in accordance with the Payment Terms.

4. Engagement Orders

4.1 When a Partner requires Talent Services it may place an Engagement Order on the Site.

4.2 The process set out in clause 4.1 is the only method through which a Partner may request an Engagement Order and if, following a Talent’s successful or unsuccessful application (“Application”) for an Engagement the Partner, without notifying FlairMakers knowledge, Engages that Talent in any capacity within six (6) months of the Talent’s Application the Partner’s account may be suspended or terminated.

4.3 The Site is configured to send notifications of the Engagement Order, by email as well as notifications on the Site, to Talent providing Talent Services that are likely to meet the Partner’s requirements.

4.4 Any Talent that is interested may apply for the Engagement using the functionality on the Site.

4.5 The Partner may then select the Talent it prefers.

4.6 Once an Engagement has been accepted by the Partner, FlairMakers will through the Site, provide a QR code for the Engagement to the Users which must be scanned by the Talent on the day of and at the start of each new Engagement.

5. Fees and Payments

5.1 Payment processing services for Talent and Partners (sellers & buyers) on the FlairMakers platform are provided by Stripe (“Payment Service Provider”) and are subject to the Stripe Connected Account Agreement, which includes the Stripe Terms of Service (collectively, the “Stripe Services Agreement”). By agreeing to these Terms or continuing to operate as Talent or Partner on the Site, you agree to be bound by the Stripe Services Agreement, as the same may be modified by Stripe from time to

5,2 As a condition of FlairMakers enabling payment processing services through Stripe, you agree to provide FlairMakers accurate and complete information about you and your business, and you authorise FlairMakers to share it and transaction information related to your use of the payment processing services provided by Stripe.

5.3 At the Partner’s request and with prior written approval from FlairMakers, alternative payment methods may be arranged, such as payment by credit to the Partner’s Stripe account at the beginning of the month.

5.4 When posting an Engagement Order on the Site, the Partner determines the rate that it is are willing to pay (provided it does not fall below the minimum rate for the Talent Services displayed on the Site) based on various criteria, including the service location, the nature of the service described by the Partner, and potential increases due to high demand on the The price is accessible and visible to Talent before they accept the Engagement Order. The Talent has the option to negotiate the rate.

5.5 At the end of each Engagement, the Partner’s account will be debited via Stripe when FlairMakers issues to the Partner:

• 5.5.1 the invoice for the Talent Fees due to the Talent; and
• 5.5.2 the invoice for the Service Fee due to FlairMakers.

The invoices will be issued by FlairMakers automatically at the end of each Engagement, once the Partner confirms in accordance with Clause 4.6.2 above that the Engagement has been completed. All invoices, including travel and other expenses, shall be paid on the date of the invoice.

5.6 All fees and payments shall be calculated and paid in pounds

5.7 If the Partner does not make a payment by the date stated in an invoice, then FlairMakers will be entitled:

• 5.7.1 to charge interest (both before and after any judgment) on the outstanding amount at the rate of 2.5% a year above the base lending rate of the Bank of England, accruing daily;
• 5.7.2 to require the Partner to pay, in advance, for any Engagement Orders or any part of the Talent Services, which have not yet been performed; or
• 5.7.3 take any of the steps set out in Clause

5.8 The applicable Service Fee for an Engagement are those in effect on the day the Engagement Order is posted.

5.9 FlairMakers may amend the Service Fee and the method of its calculation at any

6. Cancellations

6.1 The Partner may cancel an Engagement Order 24 hours before the Engagement start

6.2 Where the Partner cancels an Engagement Order within 24 hours of the Engagement start date, FlairMakers shall invoice the Partner:

• 6.2.1 fifty (50%) of the Talent Fees due to the Talent on the first day of the Engagement;
• 6.2.2 twenty-five percent (25%) of the Talent Fees due to the Talent on the second day of the Engagement (in the event that the Talent was Engaged to provide the Service for multiple days); and
• 6.2.3 one hundred percent (100%) of the Talent Fees due to the Talent on the first day of the Engagement, if the cancellation occurs within 2 hours of the Engagement start date.

7. Partner Obligations

7.1 When using the Site to advertise an Engagement Partners will provide the following information:

• 7.1.1 full corporate name, address and registered number, or (if it is not incorporated) your full business and trading name and address, and the nature of your business;
• 7.1.2 the nature of the Engagement, including the type of work involved, its location, the hours of work, the commencement date and the likely duration;
• 7.1.3 any risks to health and safety known to you and the steps taken by the Partner to prevent or control such risks;
• 7.1.4 the experience, training, qualifications and any authorisations which are required by the Partner, including any qualifications or authorisations required by law or any applicable professional body;
• 7.1.5 any expenses payable by or to the Talent; and
• 7.1.6 the minimum rate of remuneration, the intervals of payment and any other

7.2 By agreeing to Engage or make use of a Talent in any way, you will be liable for the

7.3 You accept and agree to the following:

• 7.3.1 The Users and FlairMakers each carry out their activities in total autonomy and independence, each bearing the risks related to its own activity on the Site and through its use of the Services;
• 7.3.2 FlairMakers has no leadership powers with respect to Talent. Similarly, when receiving an offer in relation to an Engagement Order, Talent is free to accept or refuse it in compliance with these Terms; and
• 7.3.3 Partners are free to use any other means to find service providers that meet their specific requirements.

8. FlairMakers’ Obligations

8.1 FlairMakers will:

• 8.1.1 take up and verify references relating to the Talent’s qualifications, skills, character and experience;
• 8.1.2 check the Talent’s identity;
• 8.1.3 check the validity of the Talent’s qualifications; and
• 8.1.4 check the validity of the Talent’s right to work in the United

9. Warranties

9.1 The Partner warrants that it will comply with all obligations, duties and regulations, whether statutory or otherwise including those relating to the place, nature or system of work, in any way arising from or directly or indirectly connected with the Engagement

9.2 You agree to indemnify and keep indemnified FlairMakers against any liability, loss, damage, cost, claim or expense arising as a result of or in connection with any claims against FlairMakers by reason of your breach of Clause 1.

10. Ownership, Use and Intellectual Property Rights

10.1 The intellectual property rights in the Services and in any content, text, images, video, audio or other multimedia content, software or other information or material submitted to or accessible from the Site are owned by us and our licensors.

We and our licensors reserve all our intellectual property rights (including, but not limited to, all copyright, trademarks, domain names, design rights, database rights, patents and all other intellectual property rights of any kind) whether registered or unregistered anywhere in the This means, for example, that we remain owners of them and are free to use them as we see fit.

11. Disputes

11.1 Users (acting reasonably and in good faith) can contest or adjust the amount due for an Engagement within seventy-two (72) hours of the end of the relevant Engagement and must use the Site fairly to adjust any amounts due in respect of any

11.2 A User may raise a dispute in connection with any amounts due for an Engagement by contacting our Support Team and if a dispute is deemed abusive or fraudulent, the appropriate amount will be adjusted and paid via our Payment Services Provider. Additional or amended invoices may be issued for adjustments, and overpayments may be credited towards future Services.

12. Data Protection

12.1 The parties will comply with their respective obligations under the UK General Data Protection Regulation (UK GDPR), the Data Protection Act 2018 and/or other applicable data protection legislation.

13. Acceptable Use of the Service

13.1 Partners must not use the Site or the Services to do any of the following things:

• 13.1.1 break the law or encourage any unlawful activity;
• 13.1.2 send or upload anything that is (or might be considered to be) defamatory, offensive, obscene or discriminatory;
• 13.1.3 infringe our or anyone else’s intellectual property rights (for example, by using or uploading someone else’s content);
• 13.1.4 transmit any harmful software code such as viruses;
• 13.1.5 try to gain unauthorised access to computers, data, systems, accounts or networks; or
• 13.1.6 deliberately disrupt the operation of anyone’s website, Site, server or

14. Updates to the Site

14.1 We may update the Site from time to time for reasons that include fixing bugs or enhancing functionality. We might also change or remove functionality but if we do that, we will ensure that the Site still meets the description of it that was provided to you at the time you downloaded the Site.

14.2 Updates will either download automatically or you may need to trigger them yourself, depending on your device, its settings and the Site store.

14.3 We strongly suggest that you download all updates as soon as they become Depending on the nature of the update, the Site may not work properly (or at all), or you may be exposed to security vulnerabilities, if you do not keep the Site updated to the latest version that we make available.

15. Changes to these Terms

15.1 FlairMakers may revise these Terms from time to time and will publish the changes on the Site.

16. External Services

16.1 The Site may enable you to access services and websites that we do not own or operate (referred to below as ‘external services’).

16.2 We are not responsible for examining or evaluating the content or accuracy of these external services. Before using them, make sure you have read and agreed to the terms on which they are being offered to you including the way in which they may use your personal information.

16.3 You must not use external services in any way that:

• 16.3.1 is inconsistent with these Terms or with the terms of the external service; or
• 16.3.2 infringes our intellectual property rights, or the intellectual property rights of any third party.

16.4 From time to time, we may change or remove the external services that are made available through the Site.

17. Liability

17.1 The Partner accepts and agrees that the decision to use the Talent Services, or any of the information contained on the Site, is its sole decision and responsibility and FlairMakers gives no warranty as to the suitability or reliability of any Talent for any

17.2 FlairMakers will not be liable for any loss, injury, damage, costs or expense or delay of any nature whatsoever incurred or suffered by the Partner, including in contract, tort, negligence, or breach of statutory duty, whether of an indirect or consequential nature, including without limitation any economic loss or other loss of turnover, profits, business or goodwill arising directly or indirectly from or in any way connected with the Partner’s use of the Site or Services, unless such loss, damage, costs or expenses are the direct result of the negligent acts or omissions of FlairMakers.

17.3 Notwithstanding any other provision of these Terms, FlairMakers liability shall not be limited in any way in respect of any losses which cannot be excluded or limited by applicable law.

17.4 Your interactions with third-parties found on or through the use of the Services, including the performance of any services by such third parties and any other terms, conditions, warranties or representations associated with such transactions or dealings, are solely between you and such third parties. You should take reasonable precautions and make whatever investigation or inquiries you deem necessary or appropriate before proceeding with any online or offline transaction with any third party, including without limitation, Freelancers, and other service providers or recipients.

17.5 You acknowledge that in entering into these Terms, you do not do so in reliance on any representation, warranty or other provision except as expressly provided in these Terms, and any conditions, warranties or other terms implied by statute or common law are excluded from these Terms to the fullest extent permitted by law. Nothing in these Terms excludes liability for fraud.

18. Failures of Networks or Hardware

The Site relies on a number of things working properly to enable you to enjoy all of its features. Many of these, such as your internet connection, your device and the Site store, are entirely outside of our control. Although we will do everything we reasonably can to resolve issues, we are not responsible to you if you are unable to use all or any part of the Site due to a poor internet connection, faulty components in your device (such as a faulty camera), Site store failure or anything else that it would not be reasonable to expect us to control.

19. Termination and Suspension

19.1 FlairMakers can permanently disable or suspend Users accounts that do not comply with any part of these Terms.

19.2 The consequences of FlairMakers permanently disabling or suspending Users accounts are as follows:

• 19.2.1 the User will no longer be allowed to use the Site or the Services and FlairMakers may remotely limit your access to it;
• 19.2.2 the User must delete the Site from any devices that it has been installed on; and
• 19.2.3 FlairMakers may delete or suspend access to any accounts that the User holds with us.

20. General

20.1 Neither of us will have any liability under or be deemed to be in breach of these Terms for any delays or failures in performance of these Terms which result from circumstances beyond our reasonable control. The Party affected by such circumstances will promptly notify the other Party in writing when such circumstances cause a delay or failure in performance and when they cease to do so. If such circumstances continue for a continuous period of more than three months, either Party may terminate these Terms by written notice to the other Party.

20.2 These Terms contain the whole agreement between the Parties and supersedes and replaces any prior written or oral agreements, representations or understandings between The Parties confirm that they have not entered into these Terms on the basis of any representation that is not expressly incorporated into these Terms. Nothing in these Terms excludes liability for fraud.

20.3 These Terms will not constitute or imply any partnership, joint venture, agency, fiduciary relationship or other relationship between FlairMakers and the Partner other than the contractual relationship expressly provided for in these Terms. Neither of us will have, nor represent that it has, any authority to make any commitments on the other’s behalf.

20.4 For the purposes of the Contracts (Rights of Third Parties) Act 1999 and notwithstanding any other provision of these Terms, these Terms are not intended to, and do not, give any person who is not a party to it any right to enforce any of its

20.5 FlairMakers may transfer any of our rights under these Terms to another business without your consent, but we will notify you of the transfer and make sure that you are not adversely affected as a result.

20.6 The Partner is are not allowed to transfer its rights under these Terms to anyone without FlairMakers prior written consent.

21. Governing Law and Jurisdiction

21.1 The laws of England and Wales apply to these

21.2 Any disputes will be subject to the non-exclusive jurisdiction of the courts of England and Wales.