Terms of Service
Welcome to DelegatesVA (“the Company,” “the Agency,” “we,” “us,” or “our”). These Terms of Service (“Terms,” “Agreement”) govern the relationship between DelegatesVA and its commercial clients (“Client,” “you,” or “your”) regarding the provisioning of managed remote administrative, operational, and technical support services.
By executing a Statement of Work (SOW), accessing our talent infrastructure, or utilizing our services, you agree to be bound by these Terms in full.
1. Description of Services & Workforce Management
DelegatesVA operates a professional managed service network that recruits, interviews, background-checks, vets, trains, and manages remote administrative and technical independent talent (“Virtual Assistants” or “Contractors”).
- Service Assignment: Specific tasks, coverage schedules, allocation caps, and assigned Virtual Assistants will be contractually established via a mutually executed Statement of Work (SOW), which incorporates this master Agreement by reference.
- Workforce Management & Substitution: The Agency explicitly reserves the sole right to assign, reassign, or substitute Virtual Assistants assigned to your corporate account to ensure continuous, uninterrupted service delivery, address unexpected scheduling shifts, or preserve operational performance quality.
- Continuity Assurance: In the event of scheduled leaves, family emergencies, or unexpected illness of your assigned specialist, the Agency will provision a qualified backup assistant to preserve workflow continuity without shortfalls.
2. Financial Allocations, Invoicing & Fees
- Pricing & Rates: The Client agrees to compensate the Agency for all services rendered according to the hourly rates or monthly retainer models established in an active SOW.
- Invoicing Cycle: Invoices are generated on a Bi-Weekly basis and delivered to your registered corporate billing email. All balances are strictly due within five (5) business days of the invoice issuance date.
- Currency & Gateways: All transactions must be cleared in US Dollars ($ USD) through the Agency’s approved digital payment gateway.
- Late Payment Punitive Interest: Any overdue balances shall automatically accrue interest at a rate of 1.5% per month, or the maximum amount permitted by local law (whichever value is lower), calculated from the initial payment due date until fully cleared.
- Surplus Allocation & Surge Hours: Any surge hours surpassing the allocated volumetric cap designated in the SOW must receive clear, prior written authorization via email from an authorized Client representative. Unauthorized surge hours will not be processed, recognized, or billed.
3. Non-Solicitation, Direct Hiring Restrictions & Buyout Fees
The Client explicitly acknowledges that the Agency expends substantial operational capital, internal resources, time, and training overhead to source, background check, and onboard its talent network.
- Direct Hiring Prohibition: The Client agrees that during the active term of this Agreement and for a period of twelve (12) months following the termination of services for any reason, the Client shall not, directly or indirectly, solicit, recruit, hire, engage, or independently contract with any Virtual Assistant who has been introduced, assigned, or recommended to the Client by the Agency.
- Liquidated Damages (Buyout Fee): If the Client breaches this restriction by shifting an Agency-introduced Virtual Assistant to a direct working layout outside of this framework, the Client agrees to pay the Agency an immediate liquidated damages fee (the “Buyout Fee”) equal to $5,000.00 or the equivalent of three (3) months of the Virtual Assistant’s standard full-time service billing, whichever amount is greater.
- Enforcement: Both parties acknowledge this fee represents a reasonable forecast of recruitment, vetting, and administrative overhead damages, and is not a penalty. Side-contracting or bypassing the Agency’s billing framework without full payment of this Buyout Fee constitutes a material breach, resulting in immediate service termination and legal escalation.
4. System Access, Data Privacy & Liability Boundaries
- Secure Credential Integration: To protect trade secrets and sensitive parameters, the Client agrees to share access to its systems exclusively via secure, encrypted access methods (e.g., modern password managers such as LastPass or 1Password, or secure VPN networks).
- Liability Boundary: While DelegatesVA enforces strict internal data safety guidelines and confidentiality mandates across its staff, the Client retains ultimate ownership, configuration liability, and monitoring responsibility for the security configurations of its corporate systems.
- Global Privacy Compliance: To the extent that the Agency processes any personal data or personally identifiable information (PII) on behalf of the Client, both parties agree to strictly comply with the Philippine Data Privacy Act of 2012 (DPA), the California Consumer Privacy Act (CCPA), and the General Data Protection Regulation (GDPR) where applicable.
5. Intellectual Property Rights
- Assignment of Work Product: Upon full, cleared payment