1. Terms of Service

Term: The Term of this service agreement will be twelve months (the “Original Term”) and will continue for twelve month periods (each “Renewal Term”) until terminated as set forth herein. The Original Term and any Renewal Terms thereto will be referred to as the Term.

Automatic Renewal: This is a twelve month agreement that will automatically renew for another twelve months at the end of the contract term stated above. 

Termination: Either party may terminate the automatic renewal of this agreement if they give notice to the other party at least 30 days prior to the end date of Original Term or any Renewal Term. The Client must provide written notice at least 30 days prior to the renewal date to [email protected]. Terminating automatic renewal does not void the terms of the Original Term. There are no refunds for the services provided.

2. Virtual Assistant & Intake System Setup Pricing

Virtual Assistant Pricing

Company shall provide virtual assistant services to the Client. Virtual Assistant will be referred to as “VA” or “VAs” in this agreement. Virtual Assistant will work 40-hours per-week and exclusively for your law firm, and not shared across any other law firms.

Below is the Virtual Assistant pricing for the Client:

1. 1 VA: $14/hour, 40 hours per-week
2. 2-4 VAs: $12.60/hour, 40 hours per-week (10% Discount)
3. 5+ VAs: $11.20/hour, 40 hours per-week (20% Discount)

Included in this agreement is a table that will break down pricing and the options available.

Virtual Assistants will work for your law firm at $14/hour X 40 hours per-week, or $560 per-week. This is an annual projection of $29,120 per-year, which is $2,426.67/mo for one (1) VA.

If you hire 2-4 VAs, a 10% discount will be applied to your total monthly rate. For example, if you hire 2 VAs, that would come out to $2,426.67 X 2 – 10% discount = $4,368/mo. If you hire 5+ VAs, a 20% discount will be applied to your total monthly rate.

Weekly Virtual Assistant Hours: The expectation is that a VA works a maximum of 40 hours per week, as per labor laws in the countries we staff from. We will monitor VA hours using Time Doctor and discuss these trends in our regular check-ins with the Client team. A monthly fee of $300 will be applied to the Client’s bill if their VA worked above an average of 40 hours per week for the prior month. No VA will be permitted to work more than 45 hours in a given week. 

Virtual Assistant Commitment: By signing this contract, the Client agrees to 12 months of VA services from TKO, at the agreed upon price. At any point during the first 30 days of the contract period, the Client may decide to discontinue TKO services. The Client will only be charged for the VA time the Client already used during the first month and will be reimbursed for any unused days. Beyond the first month, the Client may terminate this contract by paying a two-month buy-out penalty fee. 

Lead Docket Intake System & Setup Pricing

Having a properly set up intake system is important to ensure proper management of your VAs. Lead Docket is an intake and marketing software-as-a-service owned by FileVine, Inc. With the help of a Lead Docket Implementation Partner of the Company’s choice, we will help the Client get set up on Lead Docket, for a discounted one-time setup fee of $4,800.

The Lead Docket Intake System & Setup includes:

• Up to five (5) practice areas
• Up to ten (10) marketing source integrations
• Connection to most CRMs and Case Management softwares
• E-Signature integration

The Terms of Service for Lead Docket can be found at www.leaddocket.com/terms-of-service/. If this link is ever updated, please contact Lead Docket by emailing [email protected] to get access to the most current Terms of Service.

The Terms of Service for our Lead Docket Implementation Partner will vary based on which partner we choose to complete your setup. The Company is released and held harmless from any issues, damages or delays caused by Lead Docket and the Lead Docket Implementation Partner. The Terms of our implementation partner will be sent to you separately.

TRACK 1: If you do not have an approved intake system and/or want the Lead Docket Intake System setup, the one-time setup price is $4,800.

If you select TRACK 1, you also 

1. Get Lead Docket now and start hiring VAs now. If you choose Track 1, you will be billed $4,800 for the Lead Docket setup, and your monthly VA billing will start immediately, and in addition to the setup fee.

This agreement will reimburse you for 1 license on Lead Docket for your internal team and 1 license for all VAs that you hire through our company.

All additional Lead Docket licenses for the Client’s internal team will be billed at $100/user/mo.

Lead Docket requires that you pay them directly for use of their software. Lead Docket typically has a 3 year commitment and costs $175/user/mo, but you are able to move forward with only a 12 month commitment and a $75/user/mo discount, paid semi-annually or annually.

All covered Lead Docket expenses will result in a discount on your monthly fee for the VAs. So, if you pay Lead Docket for 1 internal seat + 1 VA seat, that would cost $200/user/mo. So, you would receive a $200/mo discount on this fee. 

TRACK 2: If you have an approved intake system or decide against the Lead Docket Intake System, your VA hiring process will start immediately as per the terms of this agreement.

3. Managed Service Details

A – Sourcing Talent

1. Placement: Company agrees to source, assign, and performance manage virtual assistants for the benefit of Client’s law firm.
2. Talent Requirements: Company agrees to source virtual assistants who possess the necessary qualifications to perform the tasks consistent with job description for the category of virtual assistant selected by Client for its retained service.
3. Interviewing Rights – Final Decision: Company agrees to provide Client virtual assistants it feels is most qualified and is the best fit for its firm. Company retains final decision on virtual assistant placement within Client’s law firm.

B – Virtual Assistant Performance Management

1. Training

Prior to Company placing a virtual assistant with Client, Company provides basic training to the virtual assistant. Company makes no warranties or representations regarding a virtual assistant’s work product and nothing in this Agreement should be read so as to create such warranty.

Client expressly acknowledges that it is Client’s sole responsibility to train the virtual assistant placed within its firm on firm specific tasks; including but not limited to, case management software, phone tree specific rules, document template programs, relevant stages of legal cases, drafting of documents, intake sales scripts that are practice area specific, and similar activities.

1. Task Completion
   Client has the right to delegate and assign work to its virtual assistants that are consistent with the tasks associated with the job description for which the Client selected. Company retains the right and assumes the responsibility for managing whether or not assigned tasks are being completed accurately and expeditiously. Client acknowledges that it is Company’s team managed system that ensures performance of virtual assistants.
2. Corrective Measures / Virtual Assistant Feedback
   Client has the right to correct and train virtual assistants on any error related to work performed that was assigned; Client agrees prior to conducting any corrective action that Client informs Company of the corrective action. Outside of performance related issues Company retains the right to manage and correct all other work related issues associated with virtual assistants.
3. Removal & Reassignment
   In the event Client no longer desires to have one or more of its virtual assistants placed within its law firm, Client may request the removal and replacement of virtual assistants to Company so long as the request is related to a work performance issue. Client may request the removal and replacement of virtual assistants twice within a year without incurring additional fees; the client may request the removal and replacement of multiple virtual assistants within the same request. After the second request, Client agrees that any removal and replacement can be made with a payment of a $500.00 sourcing fee. The assessment of the $500.00 sourcing fee is determined on a case by case basis at the sole discretion of Company. This benefit of two removal and replacement requests prior to incurring an extra fee is extended annually to Client.
4. VA Resignation
   In the event a virtual assistant resigns from working as a contractor for Company or is no longer able to complete the required duties, Company shall provide Client written notice of the assistant’s resignation within two (2) business days from the date Company received notice of resignation. Company will reassign a virtual assistant following the procedures detailed above. 
5. VA Work Hours
   Company expressly agrees to provide Client with one or many virtual assistant(s) who will work a full-time forty (40) hour work-week during the hours defined by Client, irrespective of time-zone differences. Client agrees and understands that any full-time virtual assistant assigned to Client’s law firm, Client must provide a reasonable amount of time for breaks and lunches. For example, in every eight (8) hour period, every virtual assistant is provided an unpaid one hour (1) lunch and one fifteen minute (15) paid break.
6. VA Holiday Schedule
   (a) Paid Time Off: Client expressly understands and agrees that its assigned virtual assistants will be paid for six (6) observed holidays annually. In the event a virtual assistant works for Client during one of the observed holidays, Client agrees that the virtual assistant may request and receive an hourly compensation that is the equivalent of one and one/half of that particular virtual assistant’s hourly rate. The Observed Holidays provide one single paid time off for the virtual assistant. In the event Client chooses to close additional days in observance of the holidays, Client, at its sole discretion, may allow its virtual assistants the additional time off but Client understands that additional closures have no effect on Clients contractual monthly service charge.

(b) Additional Observed Holidays: Client may close its office for observation of additional United States Holidays; Client in its sole discretion may allow its assigned virtual assistant to have the time off with Clients remaining office staff or may require its assigned virtual assistants to work on that day. Client understands and agrees that allowing its virtual assistants to participate in observation of additional observed holidays does not affect Clients monthly service charge.

(c) Foreign Holidays: Virtual Assistants are not paid by Client for any holiday that is recognized in the country where the virtual assistant resides. If a virtual assistant desire to have time off to observe a foreign holiday they must request the time off in accordance to the policy in Section 2(B)(8).

1. VA Personal Leave
   Client expressly understands and agrees that virtual assistants are allowed fourteen (14) days of personal time off within one-year, sick and vacation, at no additional cost to Client. Personal Time Off does not become effective for virtual assistants until after the expiration of Client’s initial commitment period. Personal time off does not roll over year to year for the virtual assistants. Company attempts to find coverage for Client during its placed virtual assistant’s personal time off but cannot guarantee coverage for every occurrence.
2. VA Payment
   Company is responsible for the payment of services rendered to Client by Virtual Assistant
3. No Privity of Contract Between Law Firm and Virtual Assistant
4. No Privity of Contract

​​Client expressly agrees and understands that it has no privity of contract with the virtual assistants. As a result, Client lacks total authority to remove and/or reassign a virtual assistant directly. Client must request a removal and reassignment to Company. Company will reassign a virtual assistant as fast as reasonably allowed at the particular time Client’s request is made.

• Virtual Assistant Contract Buy-out

​​In the event Client desires to terminate this Agreement and retain employment of its placed Virtual Assistant; and the particular Virtual Assistant desires to continue to work with Client, Company will agree to terminate its contractual agreement with that particular Virtual Assistant and release him/her for direct hire by Client for a one time payment of $20,000.00 per virtual assistant.

• Virtual Assistant Non-Solicit Clause

The Client may not solicit or hire any Virtual Assistant they are introduced to as a result of the Service Provider, whether as a full-time employee or independent contractor for the Client.

4. Billing Cycle & Due Date

• Billing Cycle & Payment Due Date: ​​Client expressly agrees and understands that Client’s first billing cycle commences immediately upon the execution of this agreement. Monthly billing date will be set by the Company. Payments will be received in advance of the start of each month of service.
• Late Fees & Grace Period: Client agrees and understands that a $250.00 late fee is automatically assessed and owed for Company’s work associated with collections, should payments not be received within 14 days of billing date.
• Credit Card or ACH Authorization: If credit card is used as your payment method, a 3% payment processing fee will be applied to your monthly fee. ​​For Clients who this is your first Contract for Services with the Company, by completion and submission of the credit card payment information you expressly authorize the Company to store this credit card information and use it as the payment source for Client’s on-going monthly service charges. If you select ACH as your payment method, no payment processing fee will be applied.
• Suspension of Services: Client expressly agrees and understands that if Payment is not received by the fourteenth (14) day after their billing date, Client’s services will be suspended and its assigned virtual assistants will not report for their assigned shifts until Client’s services have been reinstated. 
• Payment of Virtual Assistant During Suspension of Services: ​​Client expressly agrees and understands that during the fourteen (14) days preceding Suspension of Services, Virtual Assistants are performing work on behalf of Client and have earned wages that are legally owed; as a result, Client expressly agrees and authorizes Company to charge its card on file for any wages earned.
• Payment of Lead Docket During Suspension of Services: ​​Client expressly agrees and understands that during the fourteen (14) days preceding Suspension of Services, Lead Docket will be owed for the remainder of the annual agreement, paid in full for the remainder of the agreement in accordance with Lead Docket terms of service.
• Reinstatement of Canceled Account: ​​Client agrees that it is Company’s sole discretion to determine whether Client’s virtual assistant account should be reinstated. Client agrees and understands should Company decide to reinstate a canceled account, a five-hundred ($500.00) reinstatement fee must be paid prior to reinstatement.

5. Client Obligations

1. Onboarding: Client expressly agrees to complete all Company’s onboarding requirements within twenty-four (24) hours after receipt. Client’s failure to timely complete onboarding requirements may cause delays in the date Client’s virtual assistant is deployed for work and will have no effect on Client’s obligation to pay its full billing cycle.
2. Training: Client agrees and understands that Client must provide task specific training to its assigned virtual assistant the same as it would train a direct hire in its law firm. Furthermore, Client agrees and understands that proper training is outcome determinative for virtual assistants to perform assigned tasks and without adequate training analysis of an assigned virtual assistant may be wrongly skewed. Client agrees to provide thorough training and resources to its assigned virtual assistant to optimize Client’s experience and success.
3. Equipment: Client expressly agrees and understands that it is Client’s sole responsibility to provide proper user licenses, logins and passwords, emails, and the like necessary for its assigned virtual assistant to properly perform assigned tasks. Client expressly agrees and understands that Client is responsible for the full monthly service fee regardless of delays in access to necessary equipment, software, licenses, etc.
4. Privacy & Security: In addition to the standard confidentiality and privacy notice virtual assistants sign with respect to their assignment to work at Client’s law firm, should Client require specific VPN restrictions, further clearance licenses, and/or any other privacy requirements as determined by Client, all related expenses are to be paid by Client directly.
5. Legal Malpractice Coverage: Client is responsible for maintaining legal malpractice coverage of paralegals, legal assistants, contractors, whether full time or part-time, independent or wage earners and agrees to fully indemnify Company for any and all damages related, no matter how tenuous, to a claim because Client agrees and understands that it is controlling the assignment of tasks and Company is simply monitoring progress and completion but has no interest or control in specific standards used to determine task completion.
6. Transparency in Communication: Client agrees to provide regular feedback that is constructive in nature regarding the performance of virtual assistants; and/or the needs to provide higher level of service. In the event corrective measures are necessary, if they are task related, it is Client’s responsibility to correct and train its assigned virtual assistant. However, if it is personality and/or other employment based measure, Client is to report the issue to Company for Company to resolve.
7. Overtime Request & Overtime Pay Rate: If Client requires overtime from its virtual assistants, Client understands that it will be charged extra, per the Company’s discretion, up to $20/hour.
8. Nondisclosure & Noninterference Agreement: Client and Company expressly agree that a condition precedent to making this Agreement fully in effect is the execution of Company’s non-disclosure and noninterference agreement. The parties agree that its terms are incorporated into this Agreement through reference. 

6. Insurance

​​Company agrees to keep in place and make available for inspection a copy of Company’s business liability insurance protecting against mistakes, bad acts, error and omissions. Client acknowledges that any virtual assistant that is performing case work for one of Law Firm’s clients, Law Firm shall ensure that its legal malpractice insurance covers the work produced by virtual assistants placed within its firm.

7. Indemnity Language

​​Client agrees to indemnify, hold harmless and defend Company and its directors, officers, employees and agents from and against any action, claim, demand, or liability, including reasonable attorney’s fees and costs, arising from or relating to: (i) the negligence or willful misconduct of virtual assistants, (ii) the negligence or willful misconduct of Lead Docket, FileVine, and/or implementation partners of Lead Docket and FileVine (iii) and any allegation that the virtual assistant caused injury and/or damage to any third Person (“Person” is defined as any individual, corporation, company, partnership, government, or other entity.) Client agrees that Client shall have the right to participate in and control the defense of any such claim through counsel of its own choosing at the expense of Client.

8. Waivers & Modifications

​​No modification or waiver of this Agreement shall be binding unless in writing and signed by the parties hereto. The waiver by either party of any breach by the other party of any of its obligations hereunder or the future of such party to exercise any of its rights in respect of such breach shall not be deemed to be a waiver of any subsequent breach.

9. No Assignment

This Agreement shall be binding upon and shall inure to the benefit of the parties and their successors, assigns, executors, administrators and personal representatives

10. Mediation Without Waiver of Right to Sue

​​It is the policy of the State of Delaware to encourage resolution of disputes through alternative dispute resolution procedures such as mediation. Any dispute between Company and Client related to this Agreement which is not resolved through informal discussion will be submitted to a mutually acceptable mediation service or provider. The parties to the mediation shall bear the mediation costs equally. This paragraph does not preclude a party from seeking equitable relief from a court of competent jurisdiction.

11. Severability

​​If any provision or clause of this Agreement or portion thereof, shall be held by any court of competent jurisdiction to be illegal, void or unenforceable in such jurisdiction, the remainder of such provisions shall not thereby be affected and shall be given full effect, without regard to the invalid portion.

12. Jurisdiction & Governance

12.1 Dispute Resolution. The Parties agree that in the event of a dispute or alleged breach of the Service Agreement, they will work together in good faith first to resolve the matter internally by negotiating between higher levels of management who have the authority to settle such controversy. If there is no resolution, the Parties will submit the dispute to binding arbitration; however, the Parties may agree to use a mutually agreed upon non-binding mediation prior to resorting to arbitration.

12.2 Waiver of Jury Trial. THE PARTIES HEREBY WAIVE ANY RIGHT TO TRIAL BY JURY IN ANY PROCEEDING INVOLVING AN AGREEMENT RELATED DISPUTE, WHETHER NOW EXISTING OR HEREAFTER ARISING, AND WHETHER SOUNDING IN CONTRACT, TORT OR OTHERWISE.

12.3 Choice of Law. The Service Agreement and any other agreement between the Parties is governed by Delaware law regardless of its choice of law provisions.

12.4 Attorney Fees; Expenses. In any legal action between the Parties hereto concerning the Service Agreement, the prevailing Party will be entitled to recover reasonable attorneys’ fees and costs. Except for actions for non-payment or breach of either Party’s intellectual property rights, no action (regardless of form) arising out of the Service Agreement may be commenced by either Party more than two (2) years after the cause of action has accrued.

12.5 Enforcement Costs. If it becomes necessary for SMB Team to enforce the Service Agreement through an attorney, collection agency, or directly through small claims court, Client will pay all attorney’s fees, agency fees, court costs, and other collection costs, including without limitation post-judgment costs for legal services at trial and appellate levels.