Carer Agreement

Dated: [DATE]

PARTIES

(1) HIBANT CARE LTD, a company incorporated in England and Wales with company number 17180137, ("Hibant", "we", "us"); and

(2) [CARER NAME], a self-employed individual of [CARER ADDRESS] (the "Carer").

BACKGROUND

(A) Hibant operates an introductory care agency connecting Account Holders and Clients with self-employed Carers via an online platform (the "Platform").

(B) Hibant is an introductory agency outside Care Quality Commission regulation. Hibant is not an employment business and does not supply Carers under its direction or control.

(C) Hibant does not employ Carers, does not act as a care provider, does not direct or supervise the delivery of care, and does not participate in the interaction between Carer, Client and Account Holder save to make introductions, provide technology to facilitate the interaction, and process payments.

(D) The Carer is self-employed and wishes to use the Platform to obtain work with Account Holders and Clients on the terms set out below. This Agreement constitutes a written agreement.

IT IS AGREED AS FOLLOWS

1. DEFINITIONS

1.1 In this Agreement, the following terms apply:

"Account" means the Carer's registered account on the Platform;

"Account Holder" means an individual or entity using the Platform to search for, advertise for, engage with or arrange Care Services from a Carer. Where the Account Holder is arranging care for another person, that person is the Client. Where the Account Holder is arranging care for themselves, they are also the Client. References to "Account Holder" include any person authorised to act on the Account Holder's behalf;

"Booking" means a booking of Care Services by an Account Holder with the Carer through the Platform;

"Care Recipient" or "Client" means the individual receiving Care Services via the Platform. The Client may be the Account Holder or a different person on whose behalf the Account Holder is acting;

"Care Services" means the personal care, companionship, support, assistance, household, travel or related services offered and provided by the Carer;

"Gross Booking Value" means the total amount (inclusive of any amount later deducted as Platform Fee, Stripe Fees or VAT) charged to the Account Holder by the Carer for a completed Booking and successfully collected by payment systems on the Carer's behalf;

"Off-Platform Engagement" means any direct engagement of the Carer by an Account Holder or Client, or a member of their household, otherwise than through the Platform, including by direct employment, self-employed contract, limited company or LLP arrangement;

"Off-Platform Fee" means the fee Hibant is entitled to charge under clause 10 where an Account Holder or Carer engages in an Off-Platform Engagement;

"Payment System" means the payment infrastructure provided to Hibant by its payment service providers (currently Stripe Payments Europe Limited and Stripe Payments UK Limited), used to collect, hold and disburse funds in connection with Bookings, Platform Fees and other charges under this Agreement, and supporting methods including debit and credit cards, BACS Direct Debit, Faster Payments, CHAPS, manual bank transfer, Apple Pay, Google Pay, open-banking payment initiation, Stripe Connect for Carer payouts, and any further methods Hibant may make available from time to time. Hibant may change providers or supported methods on reasonable notice without re-signing this Agreement.

"Placement Fee" means, for a Live-in or fixed-duration Respite Booking, the total amount the Account Holder is to pay for the Care Services for the entirety of that Booking (the agreed rate multiplied by the agreed duration), excluding expenses, administration fees and VAT;

"Platform" means Hibant's online platform at hibantcare.com and any associated mobile application;

"Platform Fee" means the percentage fee plus VAT payable by the Carer to Hibant under clause 7;

"Reward Cycle", "Reward Cycle Anchor Date", "Reward Tier", "Standard Tier" have the meanings given in clauses 7 and 8;

"Service Agreement" means the agreement that the Carer enters with the Account Holder or Client for the provision of Care Services. The Service Agreement is a contract between the Carer and the Account Holder or Client. Hibant is not a party to the Service Agreement;

"Subscription" means the £5 monthly subscription payable by a Reward Tier Carer under clause 8.6;

"Stripe" means Stripe Payments UK Limited or Stripe Payments Europe Limited (as applicable);

"Stripe Fees" means the per-transaction processing fees charged by Stripe;

"VAT" means Value Added Tax as provided for in the Value Added Tax Act 1994.

1.2 Interpretation: the plural includes the singular and vice versa; references to statutes include amendments and successors; "including" is non-exhaustive; and headings are for convenience only.

2. NATURE OF THE RELATIONSHIP - SELF-EMPLOYED STATUS

2.1 The Carer is engaged as an independent contractor on a self-employed basis. Nothing in this Agreement creates, or is intended to create, a contract of employment, a worker contract under section 230(3)(b) of the Employment Rights Act 1996, an agency-worker relationship under the Agency Workers Regulations 2010, a partnership, or a joint venture between the Carer and Hibant.

2.2 Platform provision. Hibant is an introductory care agency. The Platform provides tools to facilitate Carers and Account Holders working together. It provides an online means to find and engage care professionals and a secure means for handling payments and exchanging information. Hibant markets and introduces Carers to Account Holders. Hibant does not directly supply Carers to Account Holders or Clients. Hibant does not employ Carers, nor does Hibant act as a care agency, care provider or employment business. Hibant is not permitted to and does not make changes to a Client's care plan, determine rotas, supervise care delivery, or otherwise exercise control over the delivery of Care Services. Responsibility for directing care always rests with the Account Holder or the Client.

2.3 Managed care. Hibant does not provide or arrange domiciliary care services, nor does Hibant participate in the interaction between Carer, Client and Account Holder, except to make introductions, provide technology to facilitate the interaction, and manage the processing of payments. Hibant does not involve itself in the contractual terms between Carer and Account Holder save as set out in this Agreement and in the corresponding Account Holder terms of service.

2.4 Mutuality of obligation. Hibant is under no obligation to offer the Carer any Booking. The Carer is under no obligation to accept any Booking. Acceptance of a Booking creates a direct contract between the Carer and the Account Holder or Client (the Service Agreement). Acceptance does not oblige the Carer to accept future Bookings or Hibant to make them available.

2.5 Control. The Carer retains complete control over: (a) when and where they work; (b) which Bookings to accept or refuse; (c) the rates they set on the Platform (subject only to any minimum-rate floor published by Hibant from time to time, currently the London Living Wage net of Platform Fees and VAT); (d) the method and manner of performance of Care Services (in agreement with the Account Holder or Client); and (e) working simultaneously for other platforms, agencies or Account Holders.

2.6 Right of substitution. The Carer may send a substitute to perform any Booking, provided the substitute is (i) also registered and vetted on the Platform or has passed Hibant's equivalent vetting (Enhanced DBS, right to work, insurance, references) and (ii) acceptable to the Account Holder or Client. The right of substitution is genuine and is not a sham; Hibant's vetting of the substitute is for safeguarding of the Client and not for Hibant's own operational control.

2.7 Financial risk. The Carer bears the risk of no-shows, late cancellations (subject to the cancellation terms of the Service Agreement and clause 11 below), Account Holder default, travel costs, and their own professional-development costs. The Carer provides their own equipment save to the extent the Client provides it.

2.8 Tax. The Carer is solely responsible for income tax, National Insurance contributions, student-loan repayments, and any other statutory deductions on their earnings. The Carer will register with HMRC as self-employed and file self-assessment returns. The Carer indemnifies Hibant against any claim by HMRC, by any Account Holder, by any Client, or by the Carer themselves, for tax, NICs, holiday pay, national minimum wage, sick pay, pension auto-enrolment, or employment rights arising out of the Carer's engagement with an Account Holder or Client.

3. CARER ELIGIBILITY AND ONGOING OBLIGATIONS

3.1 The Carer represents, warrants and undertakes throughout the term that they:

(a) are at least 18 years old and have the right to work in the UK;

(b) hold a current Enhanced DBS certificate (with barred-list check where applicable) and will obtain a new check at least every three years or as required by Hibant;

(c) hold, and will maintain, professional indemnity insurance and public liability insurance with cover of not less than £2,000,000 per claim (or such higher sum as Hibant reasonably specifies);

(d) hold the Care Certificate, NVQ/QCF Level 2 in Health and Social Care, or equivalent competence that Hibant accepts;

(e) have provided, and consent to Hibant verifying, at least two independent professional references;

(f) will comply with all laws applicable to Care Services, including data protection, health and safety, and safeguarding guidance;

(g) will not carry out any activity that would require CQC registration or a regulated-activity authorisation in the Carer's own name unless appropriately registered;

(h) will report to Hibant any criminal charge, caution, conviction, safeguarding referral, professional-body investigation, insurance lapse or adverse DBS update within 5 business days of becoming aware;

(i) will not accept any Booking they are not competent, qualified, or insured to perform;

(j) will behave professionally, truthfully and with the standard of care and skill of a reasonably competent self-employed carer; and

(k) have not been, and are not currently, on the sex offenders register or any equivalent barred-persons list, and have not been the subject of any complaint, restraining order, conviction or other legal proceedings involving the safety of others through dishonesty, neglect or negligence.

3.2 The Carer grants Hibant permission to conduct re-verification checks, including periodic DBS re-checks via the DBS Update Service, at Hibant's cost.

3.3 Code of conduct. No user of the Platform may discriminate against any other user on the basis of colour, race, nationality, ethnic origin, religion or belief, sex, gender reassignment, sexual orientation, age, disability, pregnancy, marriage or civil partnership status, or any other protected characteristic under the Equality Act 2010.

4. PLATFORM SERVICES TO THE CARER

4.1 Hibant will provide the Carer with: Account setup; profile display; access to Bookings; the messaging tool; the Stripe payment rail; and onboarding orientation.

4.2 Hibant does not provide: mandated training; care-plan drafting; rota-setting; clinical supervision; performance management; holiday pay; sick pay; pension auto-enrolment; or any other service or benefit inconsistent with the Carer's self-employed status.

4.3 Platform availability. The Platform is used at the Carer's own risk. Hibant gives no guarantee that the Platform will operate without interruption, will be free from error, or will remain available. Hibant accepts no liability for losses or damages caused by Platform unavailability, technical error, scheduled maintenance or withdrawal of service. Hibant disclaims liability for any controversy, loss, injury, accident, claim or damage arising out of the Carer's use of Platform tools, the Carer's engagement with any Account Holder or Client, or the Carer's provision of Care Services.

5. CARER PROFILE AND INTELLECTUAL PROPERTY

5.1 Hibant retains all intellectual-property rights in the Platform, its software, design, trade marks, algorithms and data compilations.

5.2 The Carer retains ownership of the content they upload to their profile (text, photograph, video, qualifications, references, rates, biography) ("Profile Content"). The Carer grants Hibant a worldwide, royalty-free, non-exclusive, sub-licensable licence to host, display, reproduce, adapt and make available the Profile Content for the purpose of operating, marketing and promoting the Platform, for the duration of the Account plus a reasonable archival period thereafter.

5.3 The Carer warrants that Profile Content does not infringe third-party rights and is accurate.

6. BOOKINGS AND PAYMENT FLOW

6.1 When an Account Holder confirms a Booking, the Account Holder is charged via the Payment System for the full agreed amount.

6.2 Payment routing. The Payment System receives the Gross Booking Value and, after completion of the Booking, disburses funds as follows:

(a) to Hibant, the Platform Fee applicable to that month's tier (clause 7);

(b) the Stripe Fees are deducted from the Carer's share, not from Hibant's share (if applicable);

(c) VAT, if and when applicable under clause 9, is deducted from the Carer's share, not from Hibant's share and not added to the Account Holder's rate; and

(d) the remaining balance is paid to the Carer.

6.3 Hibant acts as commercial agent of the Carer for the limited purpose of collecting and onward-transmitting the Carer's share of the Gross Booking Value. Hibant is not responsible for an Account Holder's non-payment, chargeback, refund claim or dispute; such matters are between the Carer and the Account Holder, and clause 8A applies.

6.4 The Carer authorises Hibant to instruct Stripe to deduct Platform Fees, Stripe Fees, VAT (where applicable) and, in the case of Reward Tier Carers, the Subscription (clause 8.6) before disbursing funds.

6.5 Cash and off-Platform payment. The Carer must not accept cash or any other payment from an Account Holder or Client outside the Platform (save for reimbursed expenses agreed under clause 6.6). Any such off-Platform payment will void the Carer's insurance under clause 3.1(c) and will trigger the Off-Platform Fee under clause 10.

6.6 Expenses. The Account Holder agrees to reimburse the Carer for expenses incurred during a Booking at the request of the Client, including mileage (charged at HMRC's published rate, currently £0.45 per mile for the first 10,000 miles and £0.25 per mile thereafter), car parking charges, and reasonable shopping costs. These expenses are added to the Booking invoice and reimbursed via the Platform to the Carer.

7. PLATFORM FEE

7.1 The Platform Fee is calculated as a percentage of the Gross Booking Value and varies by tier as follows:

(a) Standard Tier: Platform Fee = 10% of Gross Booking Value. The Carer keeps 90% (before Stripe Fees and any applicable VAT).

(b) Reward Tier: Platform Fee = 8% of Gross Booking Value. The Carer keeps 92% (before Stripe Fees, the Subscription and any applicable VAT).

7.2 All new Carers commence on the Standard Tier. Tier assignment thereafter is governed by clause 8.

7.3 Changes to the Platform Fee and Subscription. Hibant may vary the Platform Fee rates (clause 7.1) and the Subscription (clause 8.6) from time to time, subject to the following:

(a) Hibant will give the Carer not less than 30 days' written notice before any increase takes effect. Notice will be given through the Platform or to the Carer's registered email address, and will state the revised amount and the date from which it applies;

(b) if the Carer does not wish to accept an increase, the Carer may, before it takes effect and at no cost, either leave the Reward Tier and continue on the Standard Tier (where the change is to the Subscription) or terminate this Agreement under clause 14;

(c) if the Carer continues to use the Platform on or after the date the increase takes effect, the Carer is treated as having accepted the revised amount; and

(d) a decrease in any fee, or a change Hibant is required to make by law or by its payment providers, may take effect on shorter notice. This clause is without prejudice to Hibant's right to add VAT under clause 9.

8. REWARD TIER - QUALIFICATION, CYCLE, GRACE AND SUBSCRIPTION

8.1 Qualification. A Carer qualifies for Reward Tier by achieving Gross Booking Value of £2,200 or more in each of three consecutive calendar months.

8.2 Reward Cycle Anchor Date and Cycle. Reward Tier takes effect from the first day of the calendar month immediately following the third qualifying month (the "Reward Cycle Anchor Date"). The Reward Cycle is a period of twelve (12) calendar months commencing on the Reward Cycle Anchor Date. The Reward Cycle resets to a new Anchor Date only on a Full Restart (clause 8.5).

8.3 Grace Period (single-month dip). If, during an active Reward Cycle, the Carer's Gross Booking Value is below £2,200 in any one calendar month (a "Dip Month"), the Carer reverts to the Standard Tier for the calendar month immediately following the Dip Month (the "Revert Month"). If the Carer's Gross Booking Value is £2,200 or more during the Revert Month, the Carer returns to Reward Tier from the first day of the calendar month after the Revert Month, and the existing Reward Cycle continues uninterrupted (no new Anchor Date is set).

8.4 Second Dip - Full Loss. If, within the same Reward Cycle, the Carer experiences a second Dip Month, the Carer immediately and permanently loses Reward Tier for that Cycle, the Reward Cycle ends, and the Carer reverts to Standard Tier.

8.5 Full Restart and Re-qualification. Following a second Dip (clause 8.4), or following any other loss of Reward Tier, the Carer may re-qualify for Reward Tier only by again meeting the three-consecutive-month £2,200 threshold from scratch. On re-qualification, a new twelve-month Reward Cycle begins on a new Reward Cycle Anchor Date.

8.6 Subscription mechanics. A Carer on Reward Tier pays a £5 monthly Subscription to Hibant:

(a) the Subscription is deducted from the Carer's share of the first Booking payout in each calendar month in which the Carer holds Reward Tier;

(b) the Subscription is not deducted at month-end and is not invoiced separately;

(c) if, in any calendar month, the Carer does not receive a Booking payout, no Subscription is charged for that month and no Subscription accrues or is carried forward;

(d) if the Carer loses Reward Tier under clauses 8.3 or 8.4, no Subscription is charged for subsequent months until the Carer re-qualifies;

(e) no retries: if the Stripe deduction fails in a given month (for example, because the first Booking payout is insufficient after Platform Fee, Stripe Fees and VAT), Hibant will not chase the failed payment and will not re-attempt in subsequent months. The Subscription for that month is waived.

8A. PAYMENT CONTINGENCY AND TRUST MODE

8A.1 Payment contingency. The Carer's right to receive payment for any Booking is contingent on Hibant having first received cleared payment from the Account Holder for that Booking. Where the Account Holder fails to pay, disputes the payment, raises a chargeback, or where any payment is reversed, Hibant will (a) make reasonable efforts to recover the payment from the Account Holder, and (b) pass the loss through to the Carer in proportion to the unpaid amount. Hibant is not the principal or paymaster of the Carer and does not guarantee payment by an Account Holder. This clause applies to all Bookings, including Trust Mode Bookings.

8A.2 Trust Mode. Trust Mode is a first-shift gift programme operated at Hibant's discretion for an Account Holder's very first Booking with Hibant. Where Trust Mode applies, the following terms govern that Booking and override the standard Platform Fee mechanics in clause 7:

(a) the Carer receives 100% of the Gross Booking Value, with no Platform Fee deducted;

(b) the Account Holder is charged through the Payment System after the shift completes, rather than before;

(c) the Carer is paid through the Payment System within seven (7) working days of cleared funds being received;

(d) Trust Mode applies to one Booking only. Subsequent Bookings between the same Carer and Account Holder revert to standard terms.

8A.3 Application. Clause 8A.1 applies in full to Trust Mode Bookings. The Carer's right to the manual payout under clause 8A.2(c) is conditional on Hibant having received cleared funds from the Account Holder.

8A.4 Discretion. Hibant may withdraw, vary, or suspend the Trust Mode programme at any time, with effect from any Booking commenced after such notice.

9. VAT

9.1 All Platform Fees and Subscriptions are stated exclusive of VAT.

9.2 If and when Hibant becomes registered for VAT, VAT at the prevailing rate shall automatically become additionally payable by the Carer on the Platform Fees and Subscriptions from the effective date of registration, without the need for this Agreement to be re-signed.

9.3 Any such VAT will be deducted from the Carer's share of the Gross Booking Value in the same manner as the Platform Fee under clause 6.2, and will not be added to the price paid by the Account Holder.

9.4 Hibant will issue a VAT invoice in respect of its supplies to the Carer as required by law.

10. NON-CIRCUMVENTION AND OFF-PLATFORM FEE

10.1 The Carer acknowledges that Hibant incurs significant cost in identifying, vetting and introducing Account Holders and Clients to the Carer and that its business model depends on Platform Fee revenue from Bookings made through the Platform.

10.2 For a period of twelve (12) months from the date the Carer is last booked by a given Account Holder through the Platform, the Carer shall not:

(a) solicit, accept or provide Care Services to that Account Holder or Client, or to any member of that Account Holder's or Client's household, otherwise than through the Platform;

(b) accept or arrange payment for Care Services from that Account Holder or Client outside the Platform; or

(c) encourage or induce that Account Holder or Client to leave the Platform or to cease using Hibant's services.

10.3 Clause 10.2 does not apply where the Carer had a prior, documented relationship with the Account Holder or Client predating and independent of the Platform.

10.4 If the Carer breaches clause 10.2, the Carer will pay Hibant, on demand, the Off-Platform Fee equal to the greater of: (a) twelve (12) times the average monthly Platform Fee Hibant received from the Carer's Bookings with that Account Holder in the six months prior to the breach; or (b) £1,500 plus VAT. The parties agree this figure is a genuine pre-estimate of Hibant's loss (foregone Platform Fees plus amortised vetting and onboarding costs) and is not a penalty.

10.5 Equivalent Off-Platform Fee obligations apply to Account Holders under the Account Holder terms of service. The Carer agrees to notify Hibant immediately of any approach by an Account Holder seeking to engage off-Platform.

10.6 Each limb of clauses 10.1 to 10.5 is severable; any unenforceable part may be severed without affecting the remainder.

10.7 Hibant may, in addition to the Off-Platform Fee or instead of it (where actual loss is greater), seek damages for actual loss, injunctive relief and any other remedy.

11. CANCELLATIONS AND REFUNDS

11.1 The Service Agreement between the Carer and the Account Holder governs cancellation terms. Standard Platform terms require:

(a) Cancellation of a single visit: at least 2 working days' notice. Cancellations within this period may be charged at the full hourly rate at the Carer's discretion.

(b) Cancellation of an ongoing care arrangement, Live-in Care or Live-in Respite after the first Session has begun: at least 2 weeks' notice. Cancellations within this period may be charged at the full rate at the Carer's discretion. Pre-start cancellations are governed by clause 11.1(d) below.

(c) Cap on Carer's notice-period payment. In no event shall the Carer's notice-period payment under this clause exceed the total fees the Carer would have earned for the unfulfilled portion of the original Booking. Where the original Booking is shorter than the standard notice period, the notice period is read as 'the remainder of the Booking'.

(d) Pre-start cancellation. Where the Account Holder cancels a Booking for an ongoing care arrangement, Live-in Care or Live-in Respite before the first scheduled Session, the Carer's entitlement is: (i) no payment if the cancellation is made more than 48 hours before the first scheduled Session; (ii) the Carer's standard 90% share of a charge equal to 25% of the reference base if the cancellation is made within 48 hours of the first scheduled Session. The reference base is (A) the total Placement Fee for a Live-in or Respite Booking with a defined duration, or (B) two weeks of the agreed fees for an open-ended ongoing care arrangement.

(e) Live-in trial period. The first 48 hours of any Live-in Booking are a trial period. If the Account Holder cancels within the trial period, the Carer's payment is limited to (i) the days actually worked at the agreed daily rate, plus (ii) reasonable Carer travel costs. Cancellations during the trial period do not trigger the standard notice period charges in clause 11.1(b).

11.2 Refunds. Hibant does not provide refunds on behalf of Carers for cancellations within the notice period. Any refund agreed between Carer and Account Holder after the payment has been released to the Carer is a matter between them; Hibant's Platform Fee will not be returned once payment has been released to the Carer.

12. DATA PROTECTION

12.1 Hibant is the controller of the Carer's personal data processed for Platform purposes (onboarding, vetting, profile display, messaging, Bookings, payouts, safeguarding, analytics, compliance).

12.2 In respect of personal data the Carer generates about the Client and Account Holder in the course of delivering Care Services (e.g. care notes, medication records, incident logs), the Carer is a separate controller and is responsible for their own UK GDPR and DPA 2018 compliance, including, where their processing exceeds the domestic exemption, registering with and paying the data-protection fee to the ICO.

12.3 Hibant and the Carer act as separate (not joint) controllers for personal data exchanged between them about the Carer's own onboarding and Bookings.

12.4 The Carer must not use personal data obtained through the Platform for any purpose other than providing Care Services to the Account Holder or Client concerned (subject to clause 10).

12.5 Security, breach notification and subject-rights handling are each party's own responsibility in respect of data for which they are controller. The parties will cooperate reasonably in responding to any data-subject request that straddles both roles.

13. SAFEGUARDING AND INCIDENT REPORTING

13.1 The Carer must immediately report to Hibant any safeguarding concern, allegation of abuse or neglect, serious incident, complaint, criminal matter, or significant change in the Client's condition.

13.2 Hibant may suspend or terminate the Carer's Account immediately on reasonable grounds to protect a Client or an Account Holder.

13.3 The Carer will cooperate with any local-authority safeguarding enquiry under section 42 of the Care Act 2014 and with any lawful request by the police or CQC.

13.4 Hibant reserves the right to inform other Account Holders or Clients of any allegation, complaint or investigation involving the Carer where Hibant reasonably considers this necessary to protect Clients or to discharge safeguarding duties.

14. TERMINATION

14.1 Either party may terminate this Agreement for convenience on 14 days' written notice.

14.2 Hibant may terminate this Agreement, or suspend the Carer's Account, immediately on written notice for: material breach; safeguarding concern; DBS failure, negative DBS update, or barring; lapse or cancellation of insurance; loss of right to work in the UK; fraud; a material misrepresentation in the Carer's Profile Content or onboarding documents; Off-Platform Engagement; or non-payment of sums due under this Agreement.

14.3 On termination: (i) outstanding completed Bookings will be paid out to the Carer in the normal way; (ii) clauses 2.8, 5.2, 10, 12 and 16 survive; (iii) the Carer's profile will be removed from active display.

15. WARRANTIES AND LIABILITY

15.1 Except as expressly stated, Hibant gives no warranties as to the Platform, its availability, or the commercial success of the Carer on the Platform.

15.2 Hibant gives no warranty as to the suitability, experience, history, character, financial standing or behaviour of any Account Holder or Client introduced to the Carer via the Platform. The Carer acknowledges that the decision to accept a Booking with any Account Holder is the Carer's sole responsibility.

15.3 Subject to clause 15.5, Hibant's total aggregate liability to the Carer under this Agreement is limited to the greater of £1,000 or the Platform Fees Hibant has received from the Carer in the preceding 12 months.

15.4 Neither party is liable for indirect or consequential loss, loss of profit, loss of goodwill, or loss of opportunity.

15.5 Nothing in this Agreement excludes liability for death or personal injury caused by a party's negligence, fraud, or any liability that cannot lawfully be limited.

15.6 The Carer indemnifies Hibant against any claim by an Account Holder, a Client, or any third party, arising out of the Carer's act, omission or breach.

16. CONDUCT REGULATIONS - KEY INFORMATION

16.1 Hibant introduces self-employed Carers to Account Holders. Hibant does not pay the Carer remuneration in its own right - the Account Holder pays through the Platform.

16.2 No fee is charged to the Carer for work-finding per se. The Platform Fee is a fee for ongoing Platform services (identity verification, profile hosting, messaging, payments infrastructure, support, safeguarding, compliance). This structure is consistent with the Conduct Regulations 2003 as applied to introductory agencies.

16.3 The Carer's right to cancel additional services, and the notice period required, is 5 business days (or 10 business days for accommodation-related services) in accordance with the Conduct Regulations 2003.

16.4 A Key Information Document summarising the Carer's pay flow, deductions and fees is set out in Schedule 1.

17. GENERAL

17.1 Entire agreement. This Agreement and the Schedules are the entire agreement.

17.2 Variation. Hibant may vary this Agreement at any given time. If the Carer does not accept, the Carer may terminate before the change takes effect.

17.3 Assignment. The Carer may not assign. Hibant may assign within its group or to a successor.

17.4 Severance; no waiver; no partnership or agency beyond clause 6.3.

17.5 Third-party rights: excluded (Contracts (Rights of Third Parties) Act 1999).

17.6 Notices: to Hibant at hello@hibantcare.com or 020 7870 1352; to the Carer at the address and email on file.

17.7 Governing law: England and Wales.

17.8 Jurisdiction: exclusive jurisdiction of the courts of England and Wales.

SCHEDULE 1 - KEY INFORMATION DOCUMENT

(Regulation 13A-equivalent summary of Carer engagement terms)

Item	Detail
Engager	The Account Holder or Client directly (not Hibant)
Type of engagement	Self-employed contractor
Expected rate	Rate set by the Carer (subject to the minimum-rate floor published on the Platform)
Payment frequency	Per-Booking, via the Payment System, contingent on cleared payment from the Account Holder (clause 8A.1)
Deductions from Carer share	Platform Fee (10% / 8%), Stripe Fees, VAT where applicable, Reward Subscription where applicable
Deductions NOT made	Tax, NICs, pension, student loan (Carer's own responsibility)
Holiday / sick pay	None (self-employed)
Cancellation rights (Carer)	5 business days for additional services under Conduct Regulations 2003
Liability cap	Greater of £1,000 or Platform Fees received in preceding 12 months

SIGNATURES

For and on behalf of HIBANT CARE LTD

Signature: ________________________

Name: [Director]

Date: ________________________

The CARER

Signature: ________________________

Name: ________________________

Date: ________________________