Miss Possible Pro Virtual Assistance General Terms & Conditions
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By affirmatively accepting the General terms and conditions at the time of purchase and for good and valuable consideration, the receipt and adequacy of which are hereby acknowledged, the Client accepts and agrees to the following:
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1. SERVICES.
1.1 The Contractor shall perform the Administrative or Marketing services purchased by the Client with reasonable care and skill and otherwise in the manner customarily performed by service providers in the Virtual Service industry (individually and collectively, the “Services”). The Contractor may freely delegate any of the Services to the Contractor’s VIRTUAL STAFF (“Staff” or “VIRTUAL STAFF”) in the Contractor’s sole discretion.
2. TERM.
2.1 The term of this Agreement shall begin on the date of purchase and shall continue on a month-to-month basis unless terminated by either Party upon thirty (30) days’ prior written notice to the other Party (the “Term”).
3. TERMS OF PAYMENT.
3.1 Timing. The Client shall pay the Contractor in advance of delivery of work according to the admin support plan subscribed to. Plans will renew automatically each month during the Term on each monthly anniversary of the subscription date unless specified by either party at least 30 days prior to the renewal date (or unless Services are suspended or terminated by the Contractor as provided herein). On renewal, client will be charged in advance based on the selected plan plus any hours used in excess of the selected plan level. Unused hours for the month are rolled over to the following month, in addition to the monthly agreed plan until contract termination. (ie: You subscribed to a 40 hour plan and used 10 hours for the month, so you have 30 remaining hours by the end of this month, on the renewal date you will have a total of 70 hours reserved for the month.)
3.2 If the contractor’s payment is declined, the Services will be suspended until payment is made.
3.3 Expenses. The Contractor shall bill and the Client shall reimburse the Contractor for all reasonable and pre-approved out-of-pocket expenses that are incurred in connection with the performance of the Services.
3.4 Travel. The Contractor’s staff are assigned to work on a virtual basis only. Requests for ‘in person’ work may be possible in exceptional circumstances but cannot be guaranteed. If granted, all hours including travel time to and from the staff member's home and work location, as well as the hours spent on the job, are billable with no exceptions. Please contact your dedicated account manager to discuss your specific requirements.
3.5 Refunds. Refunds will not be given for unused hours on prepaid plans. Clients have the option to maximise unused hours.
4. CLIENT RESPONSIBILITY AND INDEMNITY.
4.1 Supervision. The contractor acts under your direction. If you require us to make decisions on your behalf about the way in which any work/ actions/ tasks/ strategies or other business related functions are performed, you do so on the basis that the contractor is acting on your behalf with your approval.
4.2 Passwords. Should you decide to give the contractor access to your business and/or personal accounts, the contractor will secure your data in the best way possible.
4.3 Copyright. Copyright is the legal protection extended to authors or owners of original published and unpublished artistic and intellectual works. Should you request that the Contractor to source content or stock images to use for your website or in marketing or other materials relating to your business, the materials’ must be owned and produced or paid by the Company.
4.4 Nature of Services. You may not use the Contractor to engage in any illegal or immoral activity.
4.5 Indemnity. You hereby agree to release, indemnify the Contractor from any loss, liability, claim or damage resulting from your decisions, and directions, or for any breach by you of this Agreement unless caused by the gross negligence or willful misconduct by the Contractor.
5. CONFIDENTIALITY.
5.1 Each Party hereby acknowledges that during the Term, each Party may, from time to time, be supplied or work with certain information supplied by the other Party, all of which is confidential and of value to such Party (the “Confidential Information”). Each Party hereby agrees to the following in connection with the Confidential Information:
5.2 Neither Party will disseminate or disclose to any third party, or use for such Party’s own benefit or for the benefit of any third party, any Confidential Information relating to the products, business or affairs of the other Party, however acquired during or by reason of this Agreement, such Confidential Information being deemed to include, without limitation, information in any format pertaining to copyrights, trademarks, trade names, service marks, trade dress, domain names, uniform resource locators (URLs), websites, advertising and marketing plans, media planning/placement, strategic briefs, sales plans, ideas, concepts, new products, improvements, inventions, proposed launches, discontinuance of existing products, product and consumer testing data, sales and market research; technology research & development, corporate strategic plans, budgets, profit & loss data, raw material costs, identity of suppliers, customer lists, customer information, formulae, processes, methods, and associations with other organizations.
5.3 Each Party will treat Confidential Information received from the other Party with the same degree of care and security as such Party would use with respect to such Party’s own Confidential Information, but not less than a reasonable degree of care.
5.4 Neither Party will use the Confidential Information for any purpose other than as it relates to the Services. If either Party is in any doubt as to whether a proposed use of the Confidential Information is appropriate, such Party will immediately (and before using the Confidential Information) seek written clarification from the other Party.
5.5 Neither Party will copy, reproduce or store Confidential Information without the other Party’s prior written consent whether electronically, on any external drive (including a USB thumb drive) or in the “cloud.” Each Party will secure physical and electronic access to the Confidential Information.
5.6 Neither Party will assert any right, title or property interest in or to the Confidential Information of the other Party.
5.7 Upon the expiration or other termination of the Term, and at such other times as either Party may request, each Party will return to the other Party all information, strategic briefs, reports, memos, presentations, letters, copies, manuals, drawings, blueprints, discs, e-mails CD-ROMs and all other materials relating to the other Party’s business, including all Confidential Information, in such Party’s work space, personal possession or control. In addition, upon the expiration or other termination of the Term, and at such other times as either Party may request, each Party will deliver to the other Party an executed certificate confirming that such Party has promptly returned to the other Party or shredded or destroyed all information, strategic briefs, reports, memos, presentations, letters, copies, manuals, drawings, blueprints, discs, e-mails, CD-ROMs and all other materials relating to the other Party’s business, including all Confidential Information, in such Party’s work space, personal possession or control.
6. NON-SOLICITATION.
6.1 The Client shall not, directly or indirectly, solicit, recruit, induce, attempt to recruit or induce, or encourage any of the staff or any of the Contractor’s other staff to leave the Contractor in order to provide services directly to any other person, including the Client and the Client’s successors, assigns and affiliates. Where the Client is an individual, the term “Client” for purposes of this section 6 includes any business activities carried on by the Client (whether conducted by the Client as a sole proprietor or in corporate form). This prohibition applies during the Term and for a period of two (2) years thereafter.
7. WARRANTIES AND REPRESENTATIONS.
7.1 Each Party hereby warrants and represents that such Party is free to enter into this Agreement, and that this Agreement does not violate the terms of any agreement between such Party and any third party.
8. INDEPENDENT CONTRACTOR.
8.1 This Agreement shall not render either Party an employee, partner, agent of, or joint venture with the other Party for any purpose. The Contractor is and will remain an independent contractor to the Client. The Client shall not be responsible for withholding taxes with respect to the Contractor’s compensation hereunder. The Contractor shall have no claim against the Client hereunder or otherwise (whether for itself or any of its staff) for vacation pay, sick leave, retirement benefits, social security, worker’s compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind.
9. NOTICES.
9.1 Any and all notices, demands, or other communications required or desired to be given hereunder by either Party shall be in writing and shall be validly given or made to the other Party if personally served by email provided, however, that receipt of any such e-mai is established by a read receipt or answer back confirmation.
10. ENTIRE AGREEMENT.
10.1 This Agreement constitutes the entire understanding and agreement of the Parties, and any and all prior agreements, understandings, and representations are hereby terminated and canceled in their entirety and are of no further force and effect.
11. CHANGES TO THESE TERMS AND CONDITIONS.
11.1 This Agreement may only be modified or supplemented by the Contractor, and we reserve our right to amend or supplement this Agreement at any time, at our discretion. When we change it or supplement it, we will do our best to provide you notice and point out what is different or new. We may also post rules and guidelines applicable to specific products or services to the various areas of our Website that describe them. You are responsible for reviewing this Agreement and our Website for any rules or guidelines applicable to the Services you are purchasing or applicable to specific areas of our Website and any amendments or supplements to this Agreement, changes in our rates or changes to the Services (collectively, “Changes”). If at any time, you do not agree to the terms of this Agreement or any of the policies on our Website, please contact us at accounts@misspossible.pro. You must periodically review these terms and conditions to ensure you know of any changes.