Virtual Colleague Philippines’ Terms and Conditions

TERMS AND CONDITIONS

These terms and conditions constitute a binding agreement between you (the “Client”) and Virtual Colleague Philippines (the “Contractor”) effective as of the date of the first purchase of our services.

Virtual Colleague Philippines is owned and legally operated by ColleaguePh Virtual Assistance Services and both are referred to as the “Contractor” in this agreement.

The following terms and conditions govern all use of the virtualcolleague.com.ph website and all content, services, and products available at or through the website. The website is owned and operated by the Contractor.

The Terms and Conditions are subject to change by the Contractor at any time, at its sole discretion, without notice.

By accepting the terms and conditions at the time of purchase of the services, the Client accepts and agrees to the following:

SECTION 1 – Use of Service

1. You must first agree to the terms and conditions contained in this agreement to use our services. You agree to abide by all the terms and conditions mentioned in this agreement by using our website and services. Your continued use of our website and services following any modifications to the Agreement constitutes your acceptance of the changes.
2. We reserve the right to terminate your account. A refund will not be issued if your account is terminated due to a breach of the terms mentioned in this agreement.
3. By using our services, you agree to receive important emails and materials through the email address provided during the purchase/registration.
4. By using our services, you are prohibited from using the site or its content: (a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information; (g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.

SECTION 2 – Services

1. Virtual Colleague Philippines as the Contractor will connect you with their team members who are also independent contractors, known as “Virtual Assistants” or VA. The VAs provide various services.
2. Our services are intended for individuals as well as small, medium, and large enterprises. The plans are designed in terms of “Hours,” with each hour equaling 60 minutes of work time for the VA. Time spent on tasks is deducted from your total hours on a per-minute basis.
3. Jumppl, a third-party project management tool especially for short-term packages/plans, is used to manage and track tasks. By using our service, you consent to provide the required data to Jumppl for this purpose.
4. The specifics of our service plans vary. By selecting and purchasing a plan, you agree to its terms and that it is your duty to understand what is and isn’t included.
5. You agree that the tasks must be submitted only through our valid email address, website, or Jumppl. Task submissions through other task management systems or messengers are strictly prohibited.
6. The time required to complete the task is deducted from the plan you selected. Unused minutes in your plan do not carry over to the following project.
7. Accounts created for the purpose of submitting illegal assignments are strictly forbidden and will be terminated.
8. Our services have limitations, such as the total number of hours availed. Any effort to bypass these limits will result in the immediate suspension of your project.
9. The VA who will handle the project will not undertake other tasks that are not covered in the plan you availed.
10. The VA shall perform the tasks for the plan purchased by the Client with reasonable care and should deliver quality output to the Client.
11. The VA is not allowed to delegate tasks to the other party without the Contractor and Client’s consent.

SECTION 3 – Terms

• Payment: The Client shall pay the Contractor in advance of delivery of work according to the subscribed plan. Unused minutes are not rolled over to the following project.
• Expenses: The Client should make payments of additional expenses that are necessary to perform the VA’s tasks.
• Refunds: At Virtual Colleague Philippines, we provide virtual assistance to our Clients and we always strive to deliver high-quality outputs to meet our Clients’ expectations. Due to the nature of our business, and in the unlikely event, that you are dissatisfied with the work performed by your assigned VA, you will get a 50% refund. By subscribing to our services, you acknowledge and agree to this refund policy.

SECTION 4 – Client Responsibility, Indemnity, and Limitations of Liability

• Important Accounts Access: If you grant your Virtual Assistant access to your business and/or personal accounts, you do so solely at your own risk, and you are entirely responsible for ensuring the security of your data. You shall be fully liable for any loss, liability, or violations that come from such access. Tools are available like LastPass or 1Pass to securely give your credentials to your VA.
• Copyright: If you ask your VA to source content or images for use on your website, in marketing materials, or in other business-related materials, you do so at your own risk, and you are solely responsible for supervising his/her work and ensuring that all necessary permissions to use such content or images have been obtained. If you ask your Virtual Assistant to perform any of these tasks without permission, you will be completely responsible for any violations of copyright law and any legal consequences, including penalties. The Contractor and its VAs will not be held liable for the violations, consequences, and penalties.
• Nature of Services: Using your VA or any services of the Contractor for any illegal or immoral purpose is strictly prohibited.
• Since the assistants assigned to you are independent contractors, they are in charge of making their own choices and taking responsibility for their own acts. You recognize and acknowledge that any decisions made by your VA about the performance of any work, actions, activities, strategies, or other business-related responsibilities are made on your behalf and are subject to your direction and control.
• Except as may be required by law where the Client is a consumer, in the event of a breach of this Agreement by the Contractor, the remedies of the Client will be limited to actual damages but will not exceed the amount paid by the Client for the services during the project and prior to the date in which those actual damages were incurred.

Indemnity: You agree to release, indemnify, and hold harmless both your Virtual Assistant and the Contractor from any loss, liability, claim, or damage resulting from your decisions, directions, and supervision (including, without limitation, for any of the matters described in this clause) or any breach of this Agreement by you unless caused by the Contractor’s or your Virtual Assistant’s gross negligence or willful misconduct. You further waive any claim that the Contractor or any of the VAs are acting in a professional, advisory, or consultative capacity.

SECTION 5 – Independent Contractor

This Agreement does not make the Client and the VA an employee, partner, agent, or joint venture partner of the other. The Contractor is and will remain the Client’s independent contractor. The Client is not responsible for withholding taxes on the VA’s compensation under this agreement. The Contractor shall have no claim against the Client (whether for itself or any of its VAs) for vacation pay, sick leave, retirement benefits, social security, health or disability benefits, or unemployment insurance benefits.

SECTION 6 – Confidentiality

The Client and the Virtual Assistant hereby acknowledge that during the project term, each of them may, from time to time, be supplied or work with certain information supplied by each other. The information supplied is confidential and of value to such parties.

The Client and the Virtual Assistant agree to the following in connection with the confidential information:

• Neither Party will disseminate or disclose to any third party, or use for its own or any third party’s benefit, any Confidential Information relating to the other Party’s products, business, or affairs, acquired during or as a result of this Agreement, such Confidential Information being deemed to include, without limitation, information in any format pertaining to copyrights, trademarks, trade names, service marks, domains, formulas, passwords, database, and processes.
• Each Party will treat Confidential Information received from the other Party with the same level of care and security as it would use with its own Confidential Information, but no less than a reasonable level of care.
• Neither Party will utilize the Confidential Information for any other purpose than providing the Services. If any Party is unsure whether a proposed use of the Confidential Information is appropriate, that Party will seek clarification from the other Party immediately (and before utilizing the Confidential Information).
• Neither Party will copy, reproduce, or store the Confidential Information without the prior written consent of the other Party, whether electronically, on any external drive (including a USB thumb drive), or in the “cloud.”
• Neither Party will assert any right, title, or property interest in or to the other Party’s Confidential Information.
• Upon the expiration or other termination of the Term, and at any other time requested by either Party, each Party will return to the other Party all information, strategic briefs, reports, memos, presentations, letters, copies, manuals, drawings, blueprints, and other materials relating to the other Party’s business, including all Confidential Information, in such Party’s workspace, personal possession, or control.
• Confidential Information will not include, and the other Party shall have no obligation whatsoever under this Agreement with respect to, information that is or becomes generally available to the public (through no breach of this Agreement by the other Party), or was in the other Party’s possession or known by the other Party prior to receipt from such Party, as demonstrated by the other Party through written documentation (if available) or otherwise.

SECTION 7 – Availability

• We make every effort to keep our services available for the duration of the project, but we cannot guarantee it due to some issues beyond our control. If our services are unavailable, we will do everything possible to keep any downtime to a minimum.
• Virtual Assistants are the Contractor’s independent contractors that we match with the Clients to provide assistance services. We make every effort to ensure that you have access to your assigned VVA during their available hours, but we cannot guarantee their availability due to unforeseen circumstances such as sickness, force majeure, or emergency situations.
• We will make every effort to keep our platform up and running as much as possible, and we will keep you informed of any planned maintenance or upgrades that may influence the availability of our services. If we need to take our services offline for whatever reason, we will do so at a time that causes the least amount of disruption to our Clients.

SECTION 8 – Activities and Behaviour

We will take action, terminating the project or terminating the VA, if we find out someone’s doing any of the below:

1. Creating, supporting, or participating in any type of child exploitation is one example. Others include committing fraud or a scam, creating tools or software to break into other people’s computers, and discriminating against people based on their race, ethnicity, color, nationality, religion, or age. Or, glorifying or inciting violence, advocating self-harm or suicide, disparaging someone’s veteran status, sexual orientation, gender identity, disability, marital status, or pregnancy, or violating someone’s intellectual property rights.
2. Saying or spreading something that is against our terms but isn’t necessarily illegal. You could do this by disseminating false information or acting abusively, which includes making threats or harassing others.
3. Attempting to avoid Virtual Colleague Philippines by moving projects off the website. This involves disclosing private or sensitive information about another client, be they individuals or companies.

SECTION 9 – Client Portal Platform (for Short-term packages only)

• The Client agrees that by downloading and/or using the licensed application such as Jumppl, the Client agrees to be bound by all the terms and conditions of Jumppl’s license agreement and that the Client accepts this license agreement.
• The Client agrees to use the platform to communicate professionally with the Virtual Assistant for the whole duration of the project.
• The Client agrees to share files or business materials to the platform pertinent to Virtual Assistant’s project.
• The Client agrees that he/she is allowing the Contractors manager or team member to oversee the project.
• The Client agrees to use the platform properly for the whole duration of the project.
• The Client understands that the platform “Client Portal” will be closed once the project is completed.

SECTION 10 – Force Majeure

The failure or delay in performance of any obligation under this Agreement for a reasonable period resulting from labor unrest, accidents, fires, floods, telecommunications or Internet outages, strikes, wars, riots, rebellions, blockades, acts of government, governmental requirements and regulations, restrictions imposed by law, or any other circumstances beyond the reasonable control of such party will not be the responsibility of the parties to this Agreement.

SECTION 11 – Changes to our site

We may update the content on our site from time to time, but their content is not necessarily complete or up to date. We make no promises on the accuracy of the information on our website or in any of its content.

SECTION 12 – Warranties and Representations

The Contractor and the Client hereby declare and certify that it is free to enter into this Agreement and that it does not breach any agreements and any third party.

SECTION 13 – Non-solicitation; Liquidated Damages

• The Client shall not solicit, recruit, induce, attempt to recruit, induce, or encourage any of the VAs or any of the Contractor’s staff to leave the Contractor to provide services directly to the Client.
• The Client agrees that if the Client breaches this section 13, the Contractor will incur substantial economic damages and losses in amounts that are impossible to compute and ascertain with certainty as a basis for recovery by the Contractor of actual damages and that liquidated damages represent a fair, reasonable and appropriate estimate thereof.
• Accordingly, in lieu of actual damages for such breach, the Client agrees that liquidated damages may be assessed and recovered by the Contractor as against the Client in the event of such breach and without the Contractor being required to present any evidence of the amount or character of actual damages sustained by reason thereof; therefore the Client shall be liable to the Contractor for payment of liquidated damages in the amount of US$ 10,000.00 with respect to any of the Contractor’s staff that the Client solicits, recruits, induces, attempts to recruit or induce, or encourages to leave the Contractor in order to provide services directly to the Client.
• Such liquidated damages represent estimated actual damages to the Contractor arising from having to replace the VA or other staff recruited. The Client shall pay the liquidated damages to the Contractor within five (5) days of notice from the Contractor of the resignation of a VA or other staff and whether or not the Contractor has exercised its right to terminate the agreement.

SECTION 14 – Limitation on Claims

You acknowledge that you have one (1) month from the date on which a claim first arises to file any lawsuit you may have relating to your use of the service. If you fail to do so, your lawsuit will be forever barred.

SECTION 15 – Class Action Waiver; Disputes

You acknowledge that any disputes will not be brought as a class, consolidated, or representative action, but only on an individual basis. You consent to giving up any potential right to a jury trial or taking part in a class action.

SECTION 16 – Unenforceability of Provisions

The remainder of this Agreement shall remain in full force and effect even if any term of it—or any portion thereof—is found to be invalid and unenforceable. You should also be aware that this agreement contains an arbitration clause, and that the arbitration shall take place in the Philippines.

SECTION 17 – Choice of Law; Arbitration

This Agreement and its performance shall be governed by the laws of the Philippines, without regard to conflict of law provisions. You consent to and submit to the exclusive jurisdiction of the Philippines, in all matters and controversies arising out of your use of this site and this Agreement, including all matters and controversies subject to binding arbitration.

Any claim or cause of action arising from or pertaining to your access or use of this site must be brought within one (1) month of the date such claim or action occurs, to the extent permitted by applicable law.

In addition, the Client agrees that the disputes should be decided by Philippine law and not the United States or any other jurisdiction.

SECTION 18 – Notices

Any and all notices, demands, or other communications required or desired to be given hereunder by either the Contractor and the Client shall be in writing and shall be validly given or made to the other if personally served (by hand or by overnight courier), or if deposited in the mail, certified or registered, postage prepaid, return receipt requested and notices may also be given by e-mail or facsimile transmission, provided, however, that receipt of any such e-mail or facsimile transmission is established by a read receipt or answerback confirmation.

SECTION 19 – No waiver of rights

Virtual Colleague Philippines’ failure to insist upon strict compliance of any part of these terms and conditions shall not be construed as a waiver of such provision or right.

SECTION 20 – Severability

Any term of this Agreement that is deemed invalid or unenforceable will not have an impact on the enforceability of any other terms or conditions. Any unenforceable provision of this Agreement will, to the extent practicable, be changed to give effect to the parties’ original intent.

SECTION 21 – Entire Agreement

Titles and headings should not be regarded as a part of this Agreement because they do not fully and accurately describe its contents. All earlier agreements, understandings, and representations are therefore terminated and canceled in their entirety and have no further validity or effect.

This Agreement represents the parties’ entire understanding and agreement.

Regarding your use of our services, these terms and conditions represent the full agreement between you as the Client and Virtual Colleague Philippines as the Contractor. Any and all prior agreements, whether stated or implicit, whether verbal or written, are superseded by this agreement. You acknowledge that you have read, fully understand, and agree to all the terms, conditions, covenants, and restrictions of this agreement by using our service.