SERVICE AGREEMENT
BETWEEN:
TELUP INC., a legal entity governed by company laws, with its registered office at 503-760 Marie-Le Ber Rd, Montreal, (Quebec), H3E 1W6, Canada, acting and represented by its President, Erik Villeneuve, duly authorized to act for the purposes hereof, as he declares;
(hereinafter referred to as “TELUP”)
AND:
Any Client who has accessed this page by clicking on the link https://www.telup.com/en/contractual-terms appearing on each of our estimates and/or proposals after the Client has opened said estimate and/or proposal, (herein and hereafter referred to as “the Client”).
PREAMBLE
WHEREAS TELUP operates in the business process outsourcing (BPO) and telemarketing services sector; (hereinafter referred to as “BPO”);
WHEREAS the Client wishes to receive certain BPO services that TELUP is able to provide, and the Client desires to retain TELUP’s services for the provision of said services;
WHEREAS the Parties agree to fully cooperate with each other to ensure the successful execution of the Services, including in decision-making and the preparation of documents in a manner appropriate to achieve the objectives of this Agreement. The Parties acknowledge that the success of the implementation of the Services depends, among other things, on their willingness to effectively and timely cooperate with each other.
WHEREAS it is in the interest of the Parties to formalize the terms and conditions applicable to the provision of such services.
THEREFORE, THE PARTIES AGREE AS FOLLOWS:
TELUP’S COMMITMENT
TELUP commits to providing the highest quality business process outsourcing (BPO) services to our clients. Our commitment is based on the following principles:
- Quality and Excellence: TELUP is committed to delivering superior services that exceed our clients’ expectations through rigorous processes, advanced technology, and professional expertise.
- Confidentiality and Security: TELUP guarantees the confidentiality and security of our clients’ information. We implement strict security measures to protect sensitive data and comply with all data protection regulations.
- Transparency: TELUP is committed to maintaining transparent communication with our clients. We provide regular reports and updates on the performance and progress of projects while always being available to answer any questions or concerns.
- Customization of Services: TELUP understands that each client has unique needs. We tailor our services to meet the specific requirements of each client, offering customized solutions that optimize efficiency and productivity.
- Continuous Innovation: TELUP is committed to continuous innovation to improve our services. We invest in the latest technologies and training to offer cutting-edge solutions that add value to our clients.
- Respect and Ethics: TELUP operates under the highest standards of ethics and respect. We treat our clients with courtesy and consideration, honoring our commitments, and acting with integrity.
- Customer Satisfaction: Client satisfaction is our top priority. We make every effort to meet our clients’ expectations and quickly resolve any issues to ensure an exceptional customer experience.
- Environmental and Social Commitment: TELUP recognizes the importance of social and environmental responsibility. We are committed to sustainable practices and supporting community initiatives that positively contribute to society and the environment.
- Prospect Lists: Although the “Presentation” section of this Service Agreement mentions “Free access to a list of 500 newly identified prospects to effectively target your audience,” it is important to clarify that TELUP does not engage in the sale of prospect lists. TELUP specializes only in telemarketing and customer service. Therefore, the responsibility for providing a prospect list lies entirely with the client. TELUP offers these lists as a courtesy, but their provision remains under the exclusive responsibility of the client.
COMPLIANCE WITH QUEBEC LAW 25 AND LNNTE
TELUP commits to complying with the provisions of Law 25 and the LNNTE at all times during its telemarketing activities and communication with consumers.
TELUP will ensure that all personal data collected, used, or disclosed as part of its activities is handled in accordance with the principles established by Law 25, including but not limited to consent, data collection limitations, accuracy, transparency, security, and confidentiality.
TELUP will implement effective procedures to ensure that all phone numbers collected and used in its telemarketing campaigns are verified against the LNNTE before any contact is made. Numbers listed on this list must not be contacted for commercial purposes, unless explicit consent has been obtained.
TELUP commits to keeping up with legislative and regulatory developments concerning personal data protection and telemarketing to ensure continuous updates to its practices in accordance with Law 25 and the LNNTE.
MUTUAL CONFIDENTIALITY
Each party agrees to keep confidential the negotiations and the contract contemplated hereunder, including all correspondence, documents, discussions, and communications with third parties, as well as all confidential information provided during the negotiations and/or the execution of the contract. Without limiting the scope of the foregoing, each party and their advisors agree that information used by the parties and all operations surrounding their relationship will remain strictly confidential, and all proprietary information obtained by one of the parties or their advisors will remain confidential and the property of the issuing party.
NON-SOLICITATION
The Parties agree, for a period of twenty-four (24) months from the cessation of Services to the Client, not to directly or indirectly solicit, personally or through any intermediary, any person employed by, subcontracted by, or otherwise providing services on behalf of a Party, nor induce any such person to leave their employment with the other Party or terminate any business relationship with that Party.
Any violation of the non-solicitation commitments set forth in this paragraph will result in a fixed penalty of $15,000 CAD per violation, representing a compensatory measure for the potential harm incurred, while avoiding excessively punitive sanctions. This penalty aims to promote compliance with this clause while ensuring fairness between the Parties.
CLIENT COMMITMENT
The initial period of this service agreement is as set out in each of our estimates and/or proposals. Upon expiration, it will automatically renew for the same period unless a non-renewal notice is sent by you at least five (5) days before the scheduled renewal date. The non-renewal notice must be sent to the following address: [email protected]. In the absence of such notice, the terms and conditions of this agreement will continue to apply.
BILLING AND PAYMENT TERMS
The client agrees to complete the payment information form for credit card payments and authorizes TELUP to charge the contractual monthly amounts before the services are rendered.
INTEREST
Interest will be calculated at a monthly rate of 2% (24% annually) on any unpaid amount and will be added to the next invoice. Our invoices are payable upon receipt by credit card.
TAXES
The Canadian Goods and Services Tax (GST) of 5% on the sale price, as well as the Quebec Sales Tax (QST) of 9.975% (calculated on the sale price excluding GST), are not included in this proposal.
APPLICABLE LAWS
This agreement is governed by the laws of Quebec, and any dispute arising from this agreement will be submitted to the courts of Quebec, district of Montreal.
LANGUAGE
The parties have requested that this proposal be drafted exclusively in English. / Les parties ont demandé que cette proposition soit rédigée exclusivement en anglais.
Electronic Signature of the Parties
In confirmation of the above, the parties acknowledge that they have read and understood the service agreement and have electronically accepted it by clicking the “Accept” button appearing on each of our estimates and/or proposals.