1.1. During the term of this Agreement (“Agreement”), TheSourceO agrees to perform the services described in a written Statement of Work (“SOW”) signed by both parties (“Parties”) for the Client in accordance with the general terms and conditions and the SOW. No SOW becomes effective until authorized representatives from each Party sign it.
1.2. Services listed in the SOW may be amended or supplemented from time to time through Project Change Request Procedures. Any changes or modifications to the SOW require written approval from each Party’s authorized representative. Upon approval, the Parties will attach a signed addendum to update the agreed-upon change(s) in the SOW.
1.3. When applicable, Client and TheSourceO will discuss and agree on the terms and conditions of additional services, corresponding fees and expenses, and document and execute additional SOWs to govern the provision of such services. TheSourceO will not begin performing any additional services until a SOW is duly signed by both Parties.
1.4. In fulfilling its obligations under this Agreement, TheSourceO may rely on routine instructions, authorizations, approvals, or other information provided by Client via email. TheSourceO will not incur any liability or responsibility for relying on or complying with such instructions, authorizations, approvals, or information in the event of an error, incorrectness, or inaccuracy.
1.5. Client agrees to cooperate in good faith with TheSourceO to ensure effective service delivery: a) Client will cooperate with TheSourceO regarding service assumption and delivery by providing timely management decisions, information, approvals, and acceptances as reasonably requested by TheSourceO to fulfill its obligations and responsibilities under the Agreement. b) Client will grant TheSourceO access to Client software or other Client materials and data as TheSourceO may reasonably request in connection with performing the Services under this Agreement. c) Client acknowledges that TheSourceO’s timely delivery of the Services indicated in any applicable SOW is contingent on Client promptly providing: – Necessary assistance and cooperation of Client’s officers, agents, and employees. – Job description and schedule. – Complete and accurate information, materials, and data. d) All materials, software, and data provided by Client in connection with TheSourceO’s performance of the Services will remain the sole and exclusive property of Client.
2.1. This Agreement commences on the Effective Date and continues for a period of one (1) year from the Service Start Date (the “Initial Term”) as identified in the attached SOW, unless otherwise extended or terminated earlier in accordance with this Agreement’s provisions.
2.2. At the end of the Initial Term, this Agreement will automatically renew for successive one (1) year periods (each, a “Renewal Term”) unless terminated under Section 13 (Termination) below. The Initial Term and any Renewal Term are collectively referred to as the “Term.”
3.1. In consideration for the performance of Services, Client will pay TheSourceO the fees set forth in the applicable SOW and/or Project Change Request (“PCR”) according to the terms described in this Agreement (the “Fees”).
3.2. The hiring process is entirely free of charge. No payment is required from the Client during the hiring process.
3.3. After hiring a team for the Client, TheSourceO and the Client will enter into a separate agreement outlining the terms of employment for the hired team.
3.4. For the hourly payment system, Client will pay at least one week’s payment upfront after the team is hired and then follow the agreed payment schedule.
3.5. Payments will be made via direct bank transfer using wire transfers, Wise, or other platforms agreed upon by the Parties.
3.6. Any Fees due to TheSourceO under this Agreement that are not paid on the due date will thereafter bear interest until paid. The unpaid amount will be subject to an interest rate of 3.5% per month on any outstanding balance, or the maximum permitted by law, whichever is higher, in addition to the cost and expenses of collection.
3.7. If Client fails to pay the Fees within thirty (30) calendar days after the invoice’s due date, TheSourceO is entitled to suspend any and all Services to Client, without incurring any liability, with or without providing notice, until all delinquent fees and accrued interest have been paid in full. In addition to the above rights, TheSourceO is also entitled to terminate this Agreement since the failure to pay constitutes a material breach of this Agreement.
3.8. In case of disputes regarding the stated Fees, Client shall, within ten (10) calendar days, provide a written notice to TheSourceO containing a detailed explanation of the dispute. Otherwise, the invoice sent by TheSourceO to Client will be deemed accepted. Except as provided in this Agreement, the Client shall not withhold timely payment of any undisputed amount pending resolution of the disputed amount. The Parties will discuss and agree on the Issue Escalation and Dispute Resolution process within three (3) months from the Effective Date.
(The termination section should be added as per your requirement. This example is to indicate where the termination details might go in the document. You can refer to Section 13 mentioned earlier for specifics.)
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