This Scope of Work Terms and Conditions ("SOW Terms") govern the provision of Virtual Assistant (Independent Contractor) services by VA WORKS, LLC ("Consultant") to the client ("Company"). These SOW Terms form an integral part of the executed Master Service Agreement ("MSA") between the Parties, the MSA Terms and Conditions published at https://vaworks.com/MasterServiceAgreement, and the Governing Policies referenced therein. In the event of conflict, priority shall be determined in accordance with the MSA.
1. Engagement and Responsibilities
Company engages Consultant to provide one or more Virtual Assistants engaged by Consultant as independent contractors, who will perform the services specified in the executed Statement of Work ("SOW"). These Virtual Assistants are independent contractors of Consultant and not employees of Consultant or Company. Company shall not be deemed the employer of record for any purpose. Consultant retains responsibility for oversight of the engagement, but Company shall not control the manner or means by which services are performed.
2. Scope of Services
Virtual Assistant services may include, without limitation, administrative, operational, and support tasks such as email and calendar management, data entry, customer service, and document preparation. The specific duties, role, and schedule shall be set forth in the executed SOW. Any modifications must be agreed in writing by both Parties. Consultant reserves the right to review and adjust service scope to ensure compliance and efficiency.
3. Licensed Activities Disclaimer
Company acknowledges and agrees that Virtual Assistants provided by Consultant are not licensed professionals and shall not perform, nor be directed, required, or permitted to perform, any activities that require professional or occupational licensure under applicable laws or regulations, including but not limited to mortgage loan origination, real estate brokerage, legal representation, financial advising, or inspection services. Virtual Assistants may provide only administrative, operational, and clerical support to licensed professionals as outlined in the applicable SOW. Company accepts full responsibility for ensuring that all licensed activities are performed solely by duly licensed individuals and further agrees to indemnify and hold harmless Consultant from any liability, claim, or regulatory action arising from Company's breach of this provision.
4. Costs and Expenses
Company shall pay the service fees specified in the applicable SOW. Such fees may include contractor stipends, consultant service fees, or other pass-through costs agreed in writing, but shall not include payroll recovery, employee benefits, employer taxes, severance obligations, or other employment-related expenses.
A Global Payment Fee applies to cover currency exchange stabilization, wire transfer, remittance, and related bank charges. The Admin Fee represents Consultant's gross revenue for operating and delivering services under this engagement. A one-time setup fee of USD $1,200 applies to cover onboarding, technology, and administrative setup. Replacement laptops requested after twelve (12) months of use will be invoiced at USD $650 per request, per Virtual Assistant, within a twelve (12) month window, unless otherwise specified in the SOW. Equipment provided by Consultant under a lease arrangement shall be invoiced to Company at the rates set forth in the applicable SOW or equipment lease schedule. Unless otherwise specified, the standard base lease rate is $0.00 USD per month per item of equipment, subject to adjustment upon notice to Company.
5. Independent Contractor Payment and Autonomy
All Independent Contractor Virtual Assistants engaged under these SOW Terms shall be compensated in United States Dollars (USD). Independent Contractors are responsible for providing their own equipment and resources necessary to perform services, unless otherwise specified in the applicable SOW. At the Company's request, and subject to availability, equipment may be provided by Consultant under a separate lease arrangement, the costs of which shall be invoiced to Company. Company shall also be responsible for any loss, theft, or damage to leased equipment while in use. Independent Contractors retain discretion and control over the manner and means by which services are performed, provided that such services meet the requirements, timelines, and deliverables set forth in the applicable SOW. Consultant does not direct or control the day-to-day methods, schedules, or performance of Independent Contractors beyond ensuring compliance with the agreed SOW.
6. Company Responsibilities
Company shall provide accurate instructions, materials, and system access necessary for Consultant to deliver services. Company remains solely responsible for its own systems, including any virtual desktop environments provided to Consultant's Virtual Assistants, and must maintain appropriate security, malware protection, and insurance. Delays or errors resulting from incomplete or inaccurate information shall not be the responsibility of Consultant.
7. Service Delivery
All services are performed remotely by Virtual Assistants designated by Consultant. Such Virtual Assistants remain independent contractors engaged by Consultant and are not subject to Company's supervision, discipline, or direct management. Company may provide task-related instructions through designated contacts but shall not control or interfere with the independent contractor's methods of performance.
8. Payment Terms
Company shall pay in accordance with the payment terms of the executed SOW and MSA. All invoices are due within ten (10) calendar days of receipt. Payments not received by the due date are subject to a late charge of five percent (5%) of the total invoice. All fees are non-refundable. Any disputes must be raised in writing within six(6) business days of invoice receipt; undisputed amounts remain payable as due.
9. Termination and Replacement of Virtual Assistants
Initial 30-Day Satisfaction Guarantee. If Company is dissatisfied within thirty (30) days of service commencement, it may request a replacement Virtual Assistant at no additional cost. Consultant shall use reasonable efforts to provide a replacement within thirty (30) days.
Post 30-Day Termination or Replacement. After thirty (30) days, either Party may request replacement or termination of a Virtual Assistant upon thirty (30) days' written notice. Consultant shall use reasonable efforts to provide a replacement, subject to availability. Company shall not be responsible for severance, termination costs, or statutory benefits, as Independent Contractors are not employees of Consultant or Company.