5 Important Provisions in a Virtual Assistant Agreement
Virtual Assistant Agreement is a modern type of a contract, used between a virtual assistant and their client(s). Like every type of contract, it has it own tricks. Virtual Assistant Contract borrows many elements from independent contractor or consultant agreements, but also has unique provisions that define the relationship between the parties.
Here we share 5 important clauses you should always include in your Virtual Assistant Contract.
1. The Services
The most important provision in the virtual assistant agreement could very well be the detailed description of the services that the assistant provides to the client. After all, that is the whole point of entering into the agreement – the client needs services from the assistant.
It is important to have a clear, defined description what are the services the VA provides. If you manage social media or ads, write when, where and how often you do certain things. If the contract includes administrative tasks, make sure to list all of them.
The more detailed the services description, the less disputes arise out from it. Normally the claims are caused by unambiguous or too broad description of services.
Compensation is very important provision, especially to the Virtual Assistant. There are many different payment arrangements that can be used – some work may be billed by hourly rates, occasionally by projects, maybe based on specific milestones. The most important thing is that the payment provision is written clearly. You should also consider including wording about late payment, which is quite common.
Other issues that are related to compensation, include expenses. Usually the Client is not responsible any expenses unless otherwise agreed. It can be useful to include a wording, that the Client will reimburse pre-approved expenses and costs.
“The Client agrees to reimburse pre-approved expenses and costs as indicated on invoices. Such expenses and costs shall be accompanied by receipts and reasonable supporting documentation.”Sample wording for expenses
Because Virtual Assistant is not an employee of the Client, it is important to have a section that outlines that the VA is responsible for any taxes.
3. Intellectual Property Rights
The scope and ownership of intellectual property is a huge part of the relationship between the virtual assistant and the client. The usual situation is that the client want ownership of any intellectual property rights (especially copyrights and the right to apply for a patent) arising out the services provided by the VA. Therefore, virtual assistant contracts usually have a provision for assignment of these rights or include copyright work-made-for-hire -clauses. These two are are a little bit different concepts, so I am talking here about the assignment of intellectual property rights.
In the section about intellectual property rights, the client usually wants to make sure the Virtual Assistant assigns all intellectual property rights in the deliverables and other work product to the client. If not assigned in writing, the rights belong the Virtual Assistant.
Depending on the wanted outcome, the Client may also require the Assistant to waive their moral rights in any copyright work product – to the extent that is allowed by the applicable law of the contract. Moral rights are personal to the first copyright owner and generally non-assignable, but they may be waived in some jurisdictions, for example in the US, Canada, South Africa and the United Kingdom.
“Independent of the author’s economic rights, and even after the transfer of the said rights, the author shall have the right to claim authorship of the work and to object to any distortion, modification of, or other derogatory action in relation to the said work, which would be prejudicial to the author’s honor or reputation”The Berne Convention, Article 6bis
4. The Relationship of the Parties
It is essential to have a clear wording about the relationship of the parties, moreover that there is no employment, partnership, joint venture, etc. The Virtual Assistant is normally an independent contractor of the client, and it is important to have this status clearly written.
Independent contractor / no employement -status varies significantly in different jurisdictions, so it’s impossible to tell comprehensively how to avoid ending up to being considered an employment relationship. Some typical elements that should be avoided, and are often necessary or good to include in the contract, include:
- The Client generally has no power to decide the work hours of the Virtual Assistant (however, it is possible to agree specific availability times, but this needs to done carefully)
- The Virtual Assistant retains control over method and means of work
- The Virtual Assistant is economically independent
- The relationship is not indefinite – it should be for a specific project or a period of time
It is often important that the Virtual Assistant doesn’t receive any benefits that the Client pays for their employees, for example health and other insurances, sick days, paid vacations, stock options.
However, bear in mind that the labels parties attach to their arrangement are not determining the outcome of a situation. Nevertheless, it’s especially in the client’s interests to include this clause as evidence that the parties intended a contract for services and not an employment contract.
5. Term and Termination
Normally the relationship between the client and the assistant is not meant to be eternal, and in any case, it never will be. Even if the cooperation is for longer time, there should still be provisions about the term and termination. Moreover, this is even more crucial to make sure that the assistant is not considered an employee.
In the client’s interest is to obtain strong termination rights for breach of the terms of the agreement. Here it goes back especially to the definition of the services. If they are unambiguously described, it is easier to demonstrate when there is a breach of the virtual assistant contract.
One important thing to consider related to the termination is survival of other clauses in the contract. Which provisions shall still apply after the termination? Think especially confidentiality, (non-)exclusivity and ownership of the intellectual property rights.
VIRTUAL ASSISTANT AGREEMENT TEMPLATE
Other important terms include, for example, confidentiality, non-exclusivity and dispute resolution. Our international Virtual Assistant Agreement template includes all crucial clauses and provisions, and many optional ones, so that you can feel confident and safe in your business.