Terms and Conditions
This agreement and the terms and conditions set forth here are between OverDrive Services, LLC, dba Virtual Paralegal Pros and its affiliates (OverDrive) and your company (You or Company). These terms govern our agreement which involves Company’s assigning staff to serve Company. We will provide you with appropriate and skilled professionals for your needs. These may include General Administrative Staff, Customer Service Representatives, Marketing, Sales Support, Bookkeepers, Accountants Paralegals, Legal Assistants, Case Developers, Credit and Collections & Repair and Back Office Personnel, or any other skilled Professionals (hereinafter Specialists) you require and as agreed.
We tailor our services for each of our Client’s requirements.
Retained – Company may require a variety of tasks be performed on a continuous, half time or full-time basis. These services are provided on a month to month basis and are month term (Term) unless otherwise agreed. You or we can cancel the agreement at the end of any month with a 30-day notice.
Fixed Fee – Company may from time to time provide certain services on a fixed fee per such as coaching, training, turnaround management, some types organizational development, staffing and certain other services from time to time.
Pricing and Billing
OverDrive strives to provide the highest quality work at the lowest cost possible. Pricing is a function of the type of work performed, skill levels and amount of supervision required. OverDrive and Company will agree on the work to be performed and an invoice will be issued. Unless otherwise agreed, a set-up fee will be billed at the outset of our relationship to cover setting up the project and learning your work protocols.
Payments are due monthly in advance. Once payment has been received, the work will begin. On an ongoing basis and with the agreement of Company, OverDrive will charge Customer’s credit card. Alternatively, for larger projects EFT, wire or Zelle payment can be used at your convenience.
Additional Services Requested
As your requirements change, please let us know and we will modify your invoice as appropriate.
Company will automatically be billed each month on the anniversary date of the agreement or, in the case of fixed fee work, as the work is submitted to us. You may cancel at the end of any 30-day period. If your payment is not received or your credit card fails to process, we will notify you. If not resolved within 24 hours, we will stop work until the problem is resolved. Payments are earned when received and there are no refunds for work performed unless there is an overpayment in which case a credit will be issued.
If you wish to terminate our agreement, please notify us by email. If you do terminate, it will be effective at the end of the monthly billing period or when the fixed fee work is completed following a 30-day notice period.
OverDrive reserves the right to terminate an agreement with any Company without prior notice for lack of payment or unprofessional treatment of any of the OverDrive staff. Examples of unprofessional treatment would be cursing or speaking to an employee in a derogatory manner, shouting or making discriminatory, inflammatory or suggestive comments.
Recruiting Company Personnel
Company agrees not to solicit, recruit or hire any OverDrive Partner, Specialist, Contractor or other Employee at any time during the life of the project or 36 months thereafter without written permission of OverDrive.
Specialist’s Work Schedule
Your Specialists will work on the agreed schedule. Any lost time due to illness, funerals, and the like, in excess of excused sick time (see below) is made up within 60 days, or invoices will be credited for absences. Holidays include traditional US holidays plus Christmas Eve Day and New Year’s Eve Day, any days your offices are officially closed as well as two days around Labor Day and two days around Spring Break for mandatory Company meetings. In the case of illness which extends more than 72 hours, upon request OverDrive may assign another Specialist to assist with the work until your Specialist returns to work.
Your Specialist will not be required to work over 40 hours without overtime pay of 1.5 times their fee, or unless time off is given in lieu of overtime as agreed. In addition to holidays and time off for semi-annual meetings, all Specialists will accrue 10 days of vacation during the year accruing at a rate of .833 days per month. Vacation days will be approved in advance and a backup may be provided. The Specialists will accrue 5 sick or “leave” days per year at a rate of .42 days per month. Missed days due to power outages or internet issues will be made up within 30 days or a replacement will be provided.
Indemnity and Hold Harmless
Company (Indemnifying Party) shall defend, indemnify and hold harmless OverDrive, its officers, directors, shareholders, agents, contractors and employees (each an Indemnified Party) from any and all claims, demands, obligations, liabilities, damages, expenses and actions of every kind and nature in favor of a third party.
This Agreement sets forth the entire understanding of the parties. Any amendments or modifications must be in writing to be valid.
This Agreement and all acts and transactions pursuant hereto and the rights and obligations of the parties hereto shall be governed, construed and interpreted in accordance with the laws of Texas without giving effect to principles of conflicts of law. Any dispute hereunder shall be settled by binding arbitration under the rules of the American Arbitration Association (“AAA”) in Dallas, Texas. Either party may apply to AAA for the appointment of a single arbitrator to hear such dispute, with the costs of the arbitrator to be paid by the non-prevailing party, and each party paying its own legal fees and costs.
Successors and Assigns
This Agreement shall be binding upon and inure to the benefit of the heirs, executors, administrators, successors and assigns of Company and OverDrive.