Terms and Conditions
This contract for services is made effective for all purposes
and in all respects as of this day %%date::Yes::Date%%, by and
between Insurance Telemarketer, (hereinafter known as
“Company” and %-companyname::company_name-% with the Tax
Identification# %%text::Yes::Tax ID%% / Social Security#
%%text::Yes::Social Security%% / EIN# %%text::Yes::EIN%%
(hereinafter known as “Client”) who shall collectively by
known herein as the “Parties”.
Recitals:
WHEREAS, Company is engaged in the business of providing
services which includes but is not limited to making outbound
calls on the direction of the client and answering inbound
calls to companies for the purpose of generating clients and
business profits;
WHEREAS, Company wishes to engage Client and Client wishes to
accept such engagement on the terms and under the conditions
recited below;
WHEREAS, Company is a S Corporation, domiciled in California
whose agent of process is Insurance Telemarketer located at
120 Newport Center Drive, Newport Beach CA 92660
WHEREAS, Client is a %%dropdown::Yes::Entity::LLC,INC,Non
Profit,Sole Proprietorship%% ., domiciled in
%%dropdown::Yes::State::AL,AK,AZ,AR,AS,CA,CO,CT,DE,DC,FL,GA,HI,ID,IL,IN,IA,KS,KY,LA,ME,MD,MA,MI,MN,MS,MO,MT,NE,NV,NH,NJ,NM,NY,NC,ND,OH,OK,OR,PA,RI,SC,SD,TN,TX,UT,VT,VA,WA,WV,WI,WA%%
whose agent of process is: %-companyname::company_name-%
Located in: %-street::street-% %-city::city-% %-state::state-%
%-zipcode::zip_code-%
The premises having been considered and with acknowledgment of
the mutual promises and of other good and valuable
consideration herein contained, the Parties, intending to
legally bound, hereby agree as follows:
A. Client. Subject to the terms and conditions of the
Agreement, Client hereby engages Company to perform the
services set forth herein, and the Client hereby accepts such
engagement. This agreement shall not render the Client an
employee, partner, agent of, or joint venture with or for the
Company for any purposes.
B. Capacity of Engagement. The duties to be performed by
Client for Company are generally described as follows: Make
routine and prompt payment in U.S. Dollars for all services
rendered by Company.
C. Terms of Agreement terminable by either party at will.
Client shall engage Company in the capacity set forth above
commencing with the first date set above and continuing for an
undetermined length until either Party Shall give proper
notice (as defined in this contract) of termination of this
service agreement to the other, pending this contractual
commitment term has been fulfilled.
1. Contract Period. There shall be no fixed date for
termination of this services agreement, and it shall continue
indefinitely until either Party gives proper notice to the
other as required in the paragraph. Each party explicitly
recognizes that cause in not required for termination of the
agreement upon proper notice. For termination to be accepted,
the Client must give written notification to
billing@insurancetelemarketer.com 10 days prior to the next
due date as denoted on the invoice. All dates on invoices are
final and cannot be changed. Client must have completed the
commitment term in order to be eligible for cancellation.
Accounts cannot be put on hold or suspended unless at the
approval of Insurance Telemarketer team.
2. Notice Period. Any Party Wishing to give notice of
termination of this Agreement shall give written notice only
through email to billing@insurancetelemarketer.com. Your
contract has a one cycle minimum. Cycle is defined as
%-serviceagreementinmonths::mdf_180-%. Notice must be
submitted in writing and received no less than 10 business
days prior to the next billing cycle. Billing cycle end date
can be found by emailing billing@insurancetelemarketer.com
and/or requesting master hours spreadsheet emailed biweekly
and/or checking back end of system. Your contract will
automatically renew if it is not canceled and proceed to
continue for an additional cycle. The notice period does not
commence until actually received by the other party. Should
state or federal law require a longer notice period so
required under the law shall be applicable to this contract,
the longer notice period so required under the law shall be
applicable to this contract.
3. Method of ALL notices except termination for cause. All
notices required under this contract except termination for
cause, shall be given in writing delivered by certified mail
of the U.S. Postal Service, or e-mail
billing@insurancetelemarketer.com..
4. Notice to Company. All mail notices under this contract to
be given to the Company shall be communicated to the following
department: Billing Department at the stated address:
Insurance Telemarketer 120 Newport Center Drive, Newport Beach
CA 92660. Company may amend this subparagraph through written
notice to the Client.
5. Notice to Client. All notices under this contract shall be
given to the Client as follows: Their Agent of Process at
address %-street::street-% %-city::city-% %-state::state-%
%-zipcode::zip_code-% Client may amend this subparagraph
through written notice to the Company.
D. Company’s Obligation. The parties’ agreement relative to
Company’s obligations is stated as follows: Company agrees to
provide Client with services which includes but is not limited
to assigning an outbound caller to make calls on behalf of
Client’s services and products and or answer incoming calls
behalf of the Client.
E. Client Obligations. The Parties agreement relative to
Client’s obligations is stated as follows: Client agrees to
provide compensation to Company for services which includes
but is not limited outbound calling and answering inbound
calls on behalf of the Client at the rate of
$%-totalmontlyrate::mdf_204-% per month for a
%-parttimeorfulltimeemployees::mdf_200-% representative per
billing month %-hoursperdayworked::mdf_196-% hours per day 5
days per week for %-serviceagreementindays::mdf_199-%
(%-totalhourspermonth::mdf_202-% hours) with back end access
to track logged hours. Client will not attempt to circumvent
the terms of this agreement. Payments will be charged to card
on file on or before every 20th business day interval per
cycle. After first billing cycle, Client will automatically be
enrolled into an additional cycle with company. Payments are
non-refundable.
Force Majeure.
Client is aware of and is amenable to using Company’s services
regardless of the location of the facilities. As a result of
Client using Company’s acknowledges neither party shall be
liable in damages or have the right to terminate this
Agreement for any delay or default in performing hereunder if
such delay or default is caused by conditions beyond its
control including but not limited to Acts of God and natural
disasters (earthquakes, hurricanes, floods, storms),
government restrictions including the denial or cancelation of
any export of other necessary license, embargos, ware,
insurrections, performance failures outside of the control of
the contracting parties (disruptions in telephone service and
or internet services attributable to the telephone company or
Internet company or labor actions), sewer failures,
software/computer glitches or failures, licensor labor
disputes and/or any other cause beyond the reasonable control
of the party whose performance is affected.
F. Compliance with State and Federal Law. Client agrees to
comply with all state and local registering and bonding
requirements and adheres to the federal telemarketing act.
This act protects a donor base of people who do not wish to be
called and also establishes specific calling hours. Company
accepts no liability for noncompliance with do not call lists.
Client also agrees to comply with all TCPA rules and
regulations and notify Company of TCPA regulations needed to
be followed in writing based on the list approved and or
provided by the Client.
G. Termination of Agreement. At any time if this agreement is
terminated by either or both parties, with or without cause,
Client agrees to pay Company all monies owed for services
rendered up to the final date of service as determined by
company. Due to the nature of business, company provides no
refunds. Once Company receives payment (deposits included)
from Client, no refunds will be allotted to the Client and
contract status is active. Company must receive and
acknowledge receipt of cancellation no less than
%-daystocancel::mdf_194-% days prior to the due date. Due
dates can be discovered and confirmed by emailing
billing@insurancetelemarketer.com and/or requesting master
hours’ spreadsheet emailed biweekly and/or checking back end
of system. If no notification is received by Company, Client
agrees to continuing contract for the next billing cycle
period. Account payment will be reconciled on or before every
20 business days as there are 1 payment due per cycle.
Cancellation must be sent to billing@insurancetelemarketer.com
only. Notification sent to any other email address will not be
considered. Client agrees to pay for services if such notice
in not received in the agreed upon time frame, please be
advised you will be charged 1 time per cycle. Payments are
charged every 20 business days within each cycle. Client
commits to a 20 business day contract with payments made on or
before every 20 business day per cycle.
H. Attorney’s Fees and out of pocket costs. Should either
party materially breach this agreement, the non-breaching
shall be indemnified by the breaching party for its reasonable
attorney’s fees and out of pocket costs which in any way
relate to or were precipitated by, the breach of this
agreement. Under this paragraph, “out of pocket” costs shall
not include loss profits.
I. Binding Effect: Assignment. This Agreement shall be binding
up on and insure to the benefit of all Parties hereto, their
heirs, executors, administrators, permitted assigns, or
successors in interest; provided, however that Client may not
assign any of its rights or obligations hereunder without the
prior consent or Company. Any such attempted assignment or
transfer without such written consent shall be void ab initio.
J. Integration. This Agreement sets forth the entire agreement
between the Parties with regard to the subject matter hereof.
All prior agreements, and covenants express or implied, oral
or written, with respect to the subject matter hereof, are
hereby superseded by this Agreement. This is an integrated
Agreement. Should the language of the contract conflict with
any Company’s manuals or memoranda, the language of the
contract shall control unless the external document
specifically states that is shall act as a modification and
the Client consent to this modification.
K. Severability. In the event any provision of this Agreement
is deemed to be void, invalid, or unenforceable, that
provision shall be severed from the remainder of this
Agreement so as not to cause the invalidity or
unenforceability of the remainder of this Agreement. All
remaining provisions of the Agreement shall then continue in
full force and effect. If any provision shall be deemed
invalid due to its scope or breadth, such provision shall be
deemed valid to the extent of the scope and breadth permitted
by law.
L. Modification. Except as otherwise provided in this
document, the agreement may be modified, superseded, or voided
only upon the written and signed agreement of the Parties.
Further, the physical destruction or loss of this document
shall not be construed as a modification or termination of the
agreement contained herein.
M. Headings. All section titles or headings contained herein
are for the reference purposes only, are not a part of this
Agreement and shall have no substantive meaning.
N. Waiver. No waiver by any Party to this Agreement of any
breach or default of any of the terms or provisions hereof
shall be effective or binding upon such Party unless in
writing and signed by the Party. No delay or omission by an
Party hereto to exercise any rights under this Agreement shall
impair any such right or power or shall be construed, taken or
held to be waiver of any other default or waiver, acquiescence
in, or consent to , any further or succeeding default or the
same nature.
O. Effect of Wavier of Breach. The waiver by the Company of a
breach of any of the provisions of this agreement by the
Client shall not operate or be construed as a waiver of any
subsequent breach by the Client.
P. Construction. The language in all parts of this Agreement
shall be construed according to its normal and usual meaning,
and not strictly for or against any Party. This Agreement is
the produce of good faith negotiation and shall not be
construed as having been drafted by either party.
Q. Acknowledgements. Each party acknowledges that he, she or
his/her agents have had an adequate opportunity to read and
study this Agreement, to consider it, to consult with
attorneys if he, she his/her agents desired.
R. Exclusive Jurisdiction for Suit in Case of Breach. The
Parties by entering into this agreement submit to jurisdiction
in county of Orange, California for adjudication of any
disputes and/or claims between the parties under this
agreement. Furthermore, the parties herby agree that the
courts of county of Orange, California shall have exclusive
jurisdiction over any disputes between the parties relative to
this agreement, whether the dispute sound in contract, tor, or
other areas of the law.
S. All data and scripts are property of the Client and will
not be shared with any other clients working with Insurance
Telemarketer.
T. Client shall not solicit or attempt to induce any Company
employee domestic or foreign to perform services outside the
scope of this Agreement during the term of this Agreement and
for a period of one-year following the termination or
expiration of this Agreement. Client will have direct
communication with an account manager that will oversee
Client’s account and no direct contact with employee(s)
working on Client’s behalf. This allows the Company to have
one point of communication with employee(s) for training,
accountability for performance and knowledge.
U. Client may request to replace employee for unsatisfactory
performance or event, however, company has sole discretion to
replace employee based upon company’s due diligence regarding
employee’s performance and personnel history. Company reserves
the right to decline request to replace employee if due
diligence shows that employee is performing at satisfactory
levels dependent upon factors related to account performance
as determined by company.
V. All candidates are employees of Insurance Telemarketer and
or third-party vendors. Insurance Telemarketer assigns the
dedicated telemarketer to your account.
W. Client does not have authority to send employee home early
for any reason. Any concern for early dismissal must be sent
in writing to account representative for approval. Client
cannot change employee hours without request in writing to
account representative for approval.
X. Definition of an appointment: Direct communication with a
decision maker, purpose of call is understood, a confirmed
date and time to which the prospect agrees for the
appointment. This agreement is for billable hours worked.
Y. Company collects first month’s payment at the time of
submission of agreement. The first month’s payment will be
used for the first month of service. Service begins once the
Client has finished the setup process and the employee(s) have
been trained and assigned to an account to start. Company pays
for all fees associated with recruitment and training and
therefore collects full first month’s payment in advance prior
to start of service.
Z. Declined payments will incur an additional fee at the
discretion of the company up to $25 per transaction. Company
provides 3 day grace period for any declined transactions in
order to provide Client ample time to provide new payment
information. Note that payment information request is sent by
billing to the client within 24 hours of a declined
transaction. Any payments reconciled after 3 business days
will incur late payment fees up to $50 per day at the
discretion of the company.
AA. Account must start within 90 days of contract submission.
Please note after 90 days the account will start and invoices
will be reconciled accordingly. IN WITNESS WHEREOF and
acknowledging acceptance and agreement of the foregoing,
Company and Independent Client affix their signature hereto.
The undersigned agrees to act as a personal guarantor for all
debts incurred both now and in the future by the company,
organization, persons, or corporations who have signed this
business contract. Guarantor recognizes, understands and
agrees that this guarantee cannot be revoked, or rescinded, or
discharged in any case under Title 11 or 7 of the United
States code, if any principal balance remains outstanding. In
addition, the undersigned submits his/herself if under the
personal jurisdiction in the city, county, and State that
Insurance Telemarketer conducts business.
Personal Guarantor
By: %-firstname::first_name-% %-lastname::last_name-%
Birthdate: %%date::Yes::Dateofbirth%%
Title: %-title::title-%
Signature: %%signature%%
Date: %%date::Yes::Date%%
Payment Authorization Form
Please sign and complete this form to authorize Insurance
Telemarketer to debit your credit card. Please note that
payment is due on or before every 20 business days. In the
instance of cancelation, we must be notified in writing to
billing@insurancetelemarketer.com %-daystocancel::mdf_194-%
days prior to your due date. This agreement has a (one cycle)
%-serviceagreementinmonths::mdf_180-% minimum commitment. If
such notice is not received in the agreed upon time frame,
please be advised you will be charged according to the terms
of the agreement as your agreement will renew for an
additional cycle. By signing this form, you give us permission
to debit your account for the amount indicated on or after the
indicated date. Signing the is form is permission for
transactions between your business and Insurance Telemarketer
and does not provide authorization for any additional
unrelated debits or credits to your account.
I %-firstname::first_name-% %-lastname::last_name-%
authorize Insurance Telemarketer to charge my account.
Billing address: %%text::Yes::AddressOnCreditCard%%
Phone #: %-phone::home_number-%
Email: %-email::email-%
