GENERAL TERMS & CONDITIONS
These GTC shall govern the contractual relationship between the parties, unless the parties have explicitly agreed otherwise by signature. Any of the Client’s standard or pre-existing GTCs shall be deemed invalid.
If the Client does not wish to accept these GTC in part or totality, the Client must inform Mondays.
1. Main Obligations of Parties
1.1 Explanation of the Services provided by Mondays
This contract allows the Client to purchase Mondays period products using the published Discounted Corporate Price Lists. These prices are revised bi-annually. Price changes can be made in line with inflation or with justification without any change in the contract. Any changes to price lists will be communicated in writing by email in advance of any changes coming into effect.
Mondays shall provide as the following Services ("Services") exclusively to the Client in accordance with the terms and conditions of this Contract:
a. Mondays will provide organic period products in proper condition and if ordered by the Client Mondays dispensers in good working order delivered to the Client location(s) as specified in the invoice / order form
b. Mondays can advise the Client on how best to implement and benefit from this DEI and Sustainability Initiative
c. Mondays can advise the Client regarding forecast order volumes and tailor an annual budget if required and based upon data provided by Client. (The Client accepts actual volume requirements may vary to these estimates).
1.2 Information Requirements / Duties of the Client
The Client undertakes to:
a. Receive the products and/or dispenser(s) (as stipulated in the order/invoice) and is responsible for storing them
b. Install the dispenser(s) and/or display units in a proper and safe manner
c. Place and refill the period products in the bathrooms for employees use on a regular basis
d. Ensure that the Tampon Safety Instructions (leaflet or QR/link) is made available to all with access to Mondays tampons and continues to provide this information to all users, and possible users, on an ongoing basis
e. Order the volume of period products and/or dispensers as required within the agreed lead-times
f. The Client may not re-sell the period products to any third party
g. The Client will provide Mondays with data required and any changes to these for the optimal performance of the initiative. This information includes ideally per location: number of bathrooms, number of female employees, total number of employees and for event based locations number of expected visitors per quarter.
h. It is the responsibility of the Client to ensure that products are not made available to end consumers passed their expiry date.
1.3 Compensation of Mondays / Payment Conditions
a. The Client undertakes to pay the amounts on the invoice no later than 30 days after the invoice date. In the event of late payment, an additional default interest of 5% p.a. shall be owed, payable from the 31st day after the invoice date, without it being necessary to send a reminder. For every reminder of payment, the Client shall pay the Mondays an additional administrative charge of £15,-.
b. When ordering dispensers a part payment of 50% of the order value is due on receipt of invoice, such payments shall be regarded as part payments and not deposits. The balance will be invoiced with 30 day payment terms on delivery.
c. Payments shall be made in full to the account indicated on the invoice or, if agreed in advance, by credit card.
d. Unless otherwise stated, all invoice amounts are understood to be without VAT, delivery costs, installation and other fees by banks or external organisations (so- called additional costs). Any additional costs must be borne by the Client.
2. Further Provisions
2.1 Ownership and Usage of Mondays’ dispenser(s)
The dispenser(s) shall become the property of the Client on delivery or payment or part payment (whichever occurs first).
The Mondays’ dispenser(s) sold to the Client shall be the property of the Client. The Mondays dispenser(s) sold to the Client will be installed at the Client’s premises at his cost and risk. Installation and continued use of the Mondays dispenser(s) by the Client is at the risk of the Client.
The Mondays dispenser is provided with screws and a key. Replacements or duplicates can be ordered at extra cost to the Client.
2.2 Intellectual Property
2.2.1 The Mondays’ dispenser(s), their design, their characteristics are the exclusive intellectual property of the Mondays. The intellectual property remains at all times with the Mondays.
2.2.2 The Client acknowledges that irreparable harm may be caused to Mondays in the event of the unauthorised use of Mondays’ intellectual property. Accordingly, save for the use of Mondays’ intellectual property during the ordinary use of the dispenser(s), the Client agrees to indemnify Mondays in respect of all losses, liabilities, damages, judgments, costs and expenses (including legal expenses) arising in connection with or as a result of the use of Mondays intellectual property in violation of this Agreement or otherwise arising in connection with the unauthorised use of Mondays’ intellectual property’.
2.3 Personal Data: Process, Ownership and Usage Rights
2.3.1. In preparation and during the course of the Contract, Mondays will have access to personal data. Mondays may in particular may collect the following data:
- On the Client: locations, responsible persons at locations, employee data, gender statistics, facilities at each location
- On employees: via surveys and or feedback forms - product preferences, medical information and usage patterns per location
The data referred to in point 1 above is processed by Mondays in order to provide the best possible service to the Client.
The data referred to in point 2 above is processed by Mondays in order to improve the Services and validate the initiative. Mondays assures that non-anonymised data at the Client’s premises will be treated confidentially and will not be made available to any third parties.
Both personal data referred to in point 1 and 2 above are processed by Mondays for internal development purposes on a need-to-know basis. This shall also apply after the end of this Contract.
In any case, Mondays undertakes to abide by the applicable legal data protection law provisions. In particular the Mondays shall:
a. only process personal data that is strictly necessary for the performance of the Contract, in particular it shall refrain as far as possible from processing so-called sensitive data;
b. take measures to protect personal data against unauthorised processing.
2.3.2 Mondays shall be entitled to use and make available to third parties the collected data resulting from the measurements carried out under this Agreement in an aggregated and anonymous form only.
2.3.3. Mondays shall be entitled to use and make available to third parties the existence of the Client as a current or previous Client of Mondays and may use the official logo of the Client as a reference online and offline.
2.3.4 With due regard to the data protection law, all data generated by Mondays is the exclusive property of Mondays. However, the Client is entitled to access and freely use the data generated by Mondays at Client’s site(s) under this Contract.
2.4 Duties of Care of the Parties
2.4.1 Mondays undertakes to provide the Services and products diligently and in a timely manner. In the case of any moderate price increases of Mondays period products Mondays undertakes to inform the Client in a timely manner.
2.4.2 The Client undertakes to handle the Mondays products with due care. In particular, the Client undertakes:
a. to install the Mondays dispenser(s) as per the instructions:
b. to clean the Mondays dispenser(s) as instructed. It must be cleaned carefully without damaging the products inside the dispenser and only with cleaning products specifically for the finish (ie stainless steel):
c. to store Mondays period products in a dry, cool environment, they are not waterproof nor do they tolerate humid conditions:
d. to display the Tampon Safety Instructions (as a leaflet or QR code link) with tampons for access to all users at all times;
e. to provide waste bins in the bathrooms for proper hygienic disposal of period products.
2.5 Obligation to Notify
a. The Client must immediately report to the Mondays, in writing, any defects detected on the Mondays dispenser(s) and or products.
b. If the Client fails to report the defects, he shall bear the risk of loss of product.
2.6 Limitation of Liability
2.6.1 Mondays product usage estimates are based on data made available to Mondays. Therefore, the accuracy cannot be guaranteed. Any liability of the Mondays in this respect is excluded to the extent permitted by law.
2.6.2 The Client agrees to indemnify Mondays in respect of all losses, liabilities, damages, judgments, costs and expenses (including legal expenses) arising in connection with or as a result of any damage to property or death or personal injury provided that the foregoing shall not exclude any liability of Mondays to the extent that such cannot be excluded as a matter of law.
2.6.3 The Client is liable for any damage caused by a Mondays dispenser when it is located on its’ premises, provided that the damage is not the result of a material defect in the Mondays dispenser(s) which existed at the time of delivery and was thus reported on receipt. The cost of repairs or replacement for which the Client is liable shall be borne by the latter, including the costs of shipping, delivery and/or customs clearance.
2.6.4 The Client agrees to carry and maintain throughout the term of this Agreement premises and employee liability insurance in an amount meeting statutory requirements and in amounts not less than the same as may be carried by comparable companies’.
2.7 Term and Termination
2.7.1 The Contract is deemed to be concluded and become binding between the Client and Mondays upon signature of the attached Onboarding form. It takes effect on the signature date.
2.7.2 The Contract is concluded for a minimum period of 3 years with access to the published Discounted Corporate Price Lists for all period product orders. Without notice of termination, the Contract is then automatically extended for successive period of 12 months, unless either party terminates the Contract by means of a written notice, sent by registered mail, with a notice period of 3 months for termination at the end of the relevant calendar month.
2.7.3 Either party may terminate the Contract with immediate effect if the other party violates any provision of the Offer or these GTCs, which is not remedied by the party violating its obligations within 15 days of the date of receipt of a written notification from the other party. In particular, Mondays is entitled to terminate the Contract prematurely and immediately on default of payment by the Client. In the event of early termination due to breach of contract by the Client, Mondays reserves the right to charge the Client for any resulting expenses. Plus, the amount owed pursuant to Section 1.3.a. of these GTC shall remain due for the period until the next ordinary expiry date of the Contract as stated in section 2.7.2 above.
2.7.4 Notwithstanding the above, if the Client is in default of payment, Mondays may set a payment deadline of 10 days and, if this deadline expires without payment, may terminate the Contract by giving 5 days' notice.
2.7.5 Termination of the Contract (for whatever reason) shall not affect the accrued rights or obligations of the parties. The provisions under sections 2.2., 2.3., 2.6. and 2.9. of these GTCs shall continue to apply without restriction beyond the termination of the Contract.
2.7.6 Upon termination of the Contract (for any reason whatsoever) Mondays is under no obligation to remove nor dispose of the dispenser(s) and/or products. The costs and obligation of dismantling and returning the Mondays dispenser(s) in the event of no payment under paragraph 2.7.4 above shall be borne by the Client who has caused the early termination of the Contract or who has breached the terms of the Contract.
2.8 Relationship between the Parties
The Parties agree that the Services performed by Mondays, it’s employees or agents shall be as an independent entity and that nothing in this Contract shall be deemed to constitute a partnership, joint venture, agency relationship or otherwise between the parties.
2.9 Confidentiality
During the terms of the Contract and thereafter, the parties shall observe strict confidentiality with respect to all proprietary and other information supplied by the other party or which otherwise becomes known to the other party regarding the party itself, and, more generally, about every other aspects of their business that is of a confidential nature.
Each party shall impose the same confidentiality obligation on its employees, agents, advisers and other persons who will have access to the confidential information about the other party.
The obligation of confidentiality shall not apply if there is an obligation to disclose the confidential information by order of a court, order of an authority or by law.
2.10 Notices
Any notice given by any party to this Contract shall be deemed duly served if given in person, by post or by email in writing to the address specified in this Contract.
2.11 Miscellaneous
a. If any part, provision or provision of this Contract is held to be invalid or unenforceable, the validity or enforceability of the remaining provisions shall not be affected. The invalid or unenforceable provision shall be deemed replaced by a valid provision that comes closest to the economic purpose of the invalid or unenforceable provision.
b. Neither party may assign or transfer its rights under this Contract in whole or in part without the other party's prior written consent.
c. Any amendment to this Contract will be made available in writing with invoices / purchase orders to which the amendments relate. They will be deemed to be accepted upon payment of the invoice. The amended GTCs will then be considered the current GTC for all subsequent orders.
d. Neither party shall be liable for any failure to perform or delay in performing any obligation under this Contract if such failure or delay is due to circumstances beyond its reasonable control, including but not limited to acts of God, breakdown of telecommunications/Internet, war, civil war, riot or industrial action. If such delay or disruption lasts for at least 30 days, the party not affected by such delay or disruption shall be entitled to terminate this Contract by notice in writing to the other party.
e. This Contract shall be governed by the laws of Switzerland, excluding its conflict of law provisions. The exclusive place of jurisdiction shall be Zurich/Switzerland.
Appendices:
- Tampon Safety Information via QR Code (see image below)
