Agreement Application for Virtual Agents

7210 Jordan Ave # A38, Canoga park, CA 91303

We help you find, interview, and set up the right virtual agent for your business quickly and easily.

Pricing and Invoicing

The price per Agent per hour is $10.
The price for Phone CRM per hour is $1.
Invoices are produced weekly, and the agreement can only be terminated 2 days 
before the actual date.

Effective Date & Confidentiality Agreement

• The Agreement starts when the Customer signs. Both parties agree to the confidentiality terms in Exhibit A.

1. Definitions

• Affiliated Companies: VA Leaders Inc. / Wise Media Inc. also known as (VAL) and its related entities.
• Customer Materials: Customer’s intellectual property provided for services.
• VAL Materials: VAL’s intellectual property.
• Intellectual Property: Includes patents, copyrights, and trademarks.
• Outsource Team: VAL personnel providing services.
• SOW: Document detailing services, roles, and rates.
• Work Product: Deliverables created under this Agreement.

2. Outsource Services

• VAL provides personnel based on SOW rates and Customer direction.
• Customer can approve or replace team members with 2 days' notice.
• VAL contractors remain independent, not employees of Customer.
• Any changes to team or SOW require written requests.

3. Warranty

• VAL ensures services meet agreed specifications.
• Customer must notify VAL of any breach within 2 days.
• VAL will address breaches or refund fees for non-conforming work.
• No other warranties are provided.

4. Indemnification

• VAL’s Indemnity: Protects Customer from third-party claims related to work product.
• Customer’s Indemnity: Protects VAL from third-party claims related to Customer materials.
• Indemnity Procedures: Conditions for notification and defense.

5. Termination & Survival

• Agreement continues until terminated by either party with 3 days' notice.
• Either party can terminate if there's a material breach.
• Provisions like warranty and indemnification remain after termination.

6. Compensation & Payment

• Customer pays VAL weekly based on SOW rates.
• Late payments incur a 10% fee and 1.5% interest per month.
• Disputed payments must be reported in writing within 10 days.
• Customer is responsible for taxes.

7. Limitations of Liability

• Liability is capped at the total fees paid to VAL in the 12 months before the claim, except for
  certain cases (fees, confidentiality breaches, indemnifications).
• Neither party is liable for special, incidental, or consequential damages.
• Claims must be filed within 12 months.

8. Non-Solicitation

• No party can solicit the other's employees or contractors during the agreement and for 18
  months after.
• Violations may result in legal action.

9. Miscellaneous

• Governing Law: California law applies.
• Dispute Resolution: Binding arbitration, except for confidentiality breaches.
• Entire Agreement: This agreement overrides prior communications.
• Amendment: Changes must be in writing and signed by both parties.
• Force Majeure: Performance delays due to unforeseen events are excused, except payment obligations.
• Publicity: VAL can reference the Customer for marketing with approval.
• Data Protection: A separate data processing agreement is required if personal data is involved.
• No Third-Party Beneficiaries: Only VAL’s affiliates benefit from this agreement.

Confidentiality Agreement

• Confidential Information: Both parties must keep shared information confidential and use it for agreed purposes.
• Exclusions: Public domain or known information isn’t confidential.
• Equitable Remedies: Breaches may result in legal action.
• Miscellaneous: Governed by California law; notices must be in writing.

SOW NO. 1

• Parties: This SOW is between VAL and Customer.
• Work Details: Coordinated via email and SMS and phone details.
• Compensation: Invoiced weekly, payments are processed via Credit Card processing.