TERMS AND CONDITIONS
This Agreement is between the service called TelemarketingPower and the Client. TelemarketingPower is owned and operated by LGH Communications Pty Ltd and as such all fees shall be charged by the entity LGH Communications Pty Ltd.
A. RECITALS
a) TelemarketingPower provides Telemarketing Services for clients.
b) The Client wishes to appoint TelemarketingPower as a supplier of Telemarketing Services in the Territory on behalf of the Client on the terms and conditions contained in this Agreement.
OPERATIVE PROVISIONS
1 DEFINITIONS AND INTERPRETATION
1.1 Definitions
“Campaign” means the process subject of this Agreement including but not limited to preparation of the Campaign Proposal, submission of the Client Brief, provision of the Campaign Materials and provision of the Telemarketing Services;
“Campaign Materials” means information provided by the Client regarding the Client’s business including but not limited to the material provided in the Client Brief and databases of prospects;
“Campaign Proposal” means the collection of Telemarketing Services proposed by TelemarketingPower in response to the Client’s needs;
“Client” means the organisation engaging TelemarketingPower to provide Telemarketing Services and identified on the Campaign Proposal and Invoice;
“Client Brief” means the document completed by the Client and used by TelemarketingPower for the purpose of determining the content of the Telemarketing Services.
“Connected Calls” means any call that is not disconnected, a wrong number, or a busy signal.
“Confidential Information” of a party means
a) all information disclosed by the discloser as confidential or considered by the discloser to be confidential; and
b) all information that is confidential or that the owner of that information considers confidential of which the recipient becomes otherwise aware but excludes information that:
i) the recipient creates (whether alone or jointly with another person) independently of the discloser; or
ii) is public knowledge otherwise than as a result of a breach of confidentiality by the recipient;
“Compelling Reasons” means the information the Client has provided in the Client Brief as the Client’s business main point of difference or unique selling proposition.
“TelemarketingPower Personnel” means any person(s) TelemarketingPower designates to perform the Telemarketing Services;
“Invoice” refers to any invoice issued by TelemarketingPower to the Client for Telemarketing Services subsequent to the preparation of the Campaign Proposal;
“Insolvency Event” means the occurrence of any of these events:
a) an application is made to a court for an order, or an order is made, that a body corporate be wound up;
b) a body corporate would be presumed to be insolvent by a court within the meaning of the appropriate corporations legislation in the body corporate’s country or State of registration;
c) a meeting is convened, or a resolution is passed, to appoint an official administrator in respect of a body corporate;
d) except to reconstruct or amalgamate while solvent, a body corporate enters into, or resolves to enter into, a scheme of arrangement or composition with, or assignment for the benefit of, all or any class of its creditors, or it proposes a re-organization, moratorium or other administration involving any of them;
e) a body corporate resolves to wind itself up, or otherwise dissolve itself, or gives notice of its intention to do so, except to reconstruct or amalgamate while solvent, or is otherwise wound up or dissolved;
f) a body corporate is or states that it is unable to pay all its debts as and when these fall due; or
g) a person becomes insolvent under administration as defined in the appropriate corporations legislation in the body corporate’s country or State of registration or action is taken that could result in that event;
“Intellectual Property Rights” means all intellectual property rights, including:
a) patents, copyright, registered designs, trademarks and the right to have Confidential Information kept confidential; and
b) any application or right to apply for registration of any of the rights in a) of this definition.
“Lists” means lists or databases of prospects to be used in the provision of the Telemarketing Services;
“Service Fee” means the fee payable to TelemarketingPower for any specified service in relation to the Campaign;
“Service Proposal” means any form of written or digital material provided to a prospective Client outlining our service offering;
“Telemarketing Services” means conducting a marketing activity using the telephone as a medium to reach a target audience with the view of promoting/selling or exposing a product the marketplace or capturing information within a specific market;
“Territory” means the area, States or Territories, country or countries or region or regions as set out in the Campaign Proposal;
1.2 Interpretation
In this Agreement unless the context indicates a contrary intention:
a) words denoting the singular number include the plural and vice versa;
b) words denoting individuals include firms, bodies corporate, unincorporated associations and authorities;
c) headings are for convenience only and do not affect interpretation;
d) references to this Agreement, include references to this Agreement, as amended, novated, supplemented, varied or replaced from time to time;
e) references to any party to this Agreement includes its successors or permitted assigns;
g) words denoting any gender include all genders; and
2 TERM
2.1 This Agreement commences from the earlier of the date upon which the Client accepts the Campaign Proposal or the date upon which the Client submits the Client Brief.
2.2 The Telemarketing Services will not commence until all required payments have been received in accordance with the terms of the Service Proposal and is subject to all relevant Campaign Materials and Client Brief being received by TelemarketingPower.
2.3 Unless terminated in accordance with Clause 5 hereunder, the Agreement terminates upon the later of the completion of the Telemarketing Services by TelemarketingPower and the payment of the final amount due by the Client.
3 GENERAL
Parties Obligations and Acknowledgements
3.1 TelemarketingPower will:
a) prepare a Campaign Proposal in response to Client’s services requirements;
b) perform the Telemarketing Services with reference to the Client Brief in a diligent and professional manner; and
c) to liaise with and report to the Client in the performance of the Telemarketing Services.
2 The Client will;
a) inform TelemarketingPower in writing of future significant increases in lead requirements at least 1 month in advance;
b) provide 10 work days’ notice to TelemarketingPower of a proposed Campaign commencement;
c) ensure required payments are made 10 work days prior to the commencement of any Telemarketing Services or otherwise in accordance with terms of the Invoice;
d) work with the TelemarketingPower to provide scripting and strategy support to ensure that TelemarketingPower can supply the Telemarketing Services;
e) to supply TelemarketingPower with any ongoing new data to be loaded into TelemarketingPower prospecting database 1 week prior to campaign start;
f) ensure all Lists supplied by the Client are compliant with all relevant laws and regulations
g) accept full responsibility for any supplied List;
h) communicate all formal requests in writing via Client Brief, including, but not limited to, leads request, change script, change offering, price variation, direction of leads, and all instructions and guidance.
3.3 The Client acknowledges;
a) if instructed by the Client to carry out a Campaign with less than a 5-day preparation period TelemarketingPower shall not be responsible for any perceived shortcomings in the Campaign;
b) that staff assigned to the Client’s campaign are only to be trained internally by TelemarketingPower;
c) that TelemarketingPower in the provision of providing Telemarketing Services may choose to subcontract, install, purchase, lease, or hire third party services and technologies that enable the facilitation of all or part of its services.
d) that TelemarketingPower assumes no responsibility for errors or omissions in the Client Brief;
e) that the Compelling Reasons (otherwise known as a USP or Elevator Pitch) provided by the Client within the Client Brief can be a significant determining factor to the success of a Campaign.;
f) that the use of TelemarketingPower in-house data is not recommended for maximizing results and TelemarketingPower recommend data sourced from third party list providers;
g) that changing or delaying the scheduled commencement date of any Telemarketing Services will result in rescheduling at the discretion of TelemarketingPower based on staff re-assignment and current availability at time of re-commencement. A firm re-commencement date cannot be provided until the Client has provided all Campaign Materials and required payments;
h) that all supplied data is compliant with all current legal requirements in the Territory including but not limited to any (if a consumer lists) being washed against a national Do Not Call Register (or equivalent registries elsewhere);
i) that if data supplied by the Client is corrupt or improperly formatted that this may result in loss of data and or additional formatting charges and or call time taken out of any telemarketing campaign;
j) that data ordered by the Client through TelemarketingPower is sourced through third party organizations and the Client has read and understood the terms of use of this data as supplied by TelemarketingPower. Furthermore, the Client understands that once ordered list data cannot be returned or swapped;
k) that only instructions detailed within TelemarketingPower online Client Brief shall be adhered to and should the Client wish a specific instruction to be carried out that it is their responsibility to ensure it is included within their Client Brief and kept up to date by re-logging in a re-submitting updated instructions. TelemarketingPower is not responsible for any email, verbal or any other kind of instruction outside of the Client Brief not being carried out.
l) that we do not send reports, we just send you qualified leads. Any of our prospect database that has not converted into a lead remains our property and you will not have access to it, and unless you re-book that same campaign in succession; any lead nurtured but not converted into a lead maybe used for another clients subsequent campaign.
m) and gives authority for TelemarketingPower to modify, and or alter without any consent any campaign configurations and or processes it sees fit in order maximize optimum results.
3.4 The Client accepts and understands the following formatting conditions of supplying Lists:
- Lists supplied by the Client must be supplied in an electronic spreadsheet format.
- Lists must contain one main column of phone numbers. This will be the only set of phone numbers used for calling from the TelemarketingPower system. Each number must contain the complete phone number including area code and must all be in one column.
- All Lists from the same country are to be supplied in one sheet within a spreadsheet unless individual spreadsheets represent individual different Campaigns. A separate file is required for each country.
- Unless requested prior; only standard fields will be imported and returned back to the Client with all other fields being deleted prior to import and unrecoverable.
- All phone numbers must be clean from corrupt and invalid characters; there must be no brackets, dashes, underscores, forward slashes, back slashes, dots, commas, plus signs or anything else that’s not a number.
- Once imported all previous formatting will be removed and lost permanently.
- All data that the Client wishes to have retained must not have data within hidden columns. Data within hidden columns will not be imported and will be permanently lost.
- It is recommended that Clients remove their own duplicate data prior to our importing the data as our system will remove all duplicate data without discrimination. Should you wish to retain certain aspects or contacts within this data then it is the Client’s responsibility to remove duplicates prior to TelemarketingPower importing the Clients data. Once data is removed it cannot be retrieved.
- Campaign success assumes that data supplied by the Client is credible and represents a suitable target market.
- Unless prior instructions are provided, calls will be made in the order in which they are imported into our system. i.e. From row 1 down. If you have a preference call order, then all data must be pre-sorted to preferred call order prior to our import as changes cannot be made after wards.
3.5 Data Collection and Supply
TelemarketingPower collects personal information regarding businesses from a range of credible Privacy compliant list brokers internationally for telemarketing purposes. The Client agrees to the following Rental Telemarketing Lists Terms of Use;
a) Lists can either be Rental lists (with no ownership rights) or Purchased lists (with ownership rights).
b) Unless otherwise agreed to, TelemarketingPower utilizes Rental telemarketing lists on behalf of the Client.
c) List providers supplying Rental List data to TelemarketingPower on behalf of the Client have terms of supply in which stipulate what ownership rights are associated with a Rental list.
d) The Client nor TelemarketingPower have any ownership rights to Rental Lists with the exception of clause (e)
e) Contacts that have expressed an interest in what has been offered during a telemarketing campaign are owned by the Client and will be forwarded to the Client with all contact details.
f) All other contacts made including those not interested must have their names and phone numbers and any other contact information removed.
g) Rental lists must also be used within 60 days of purchase.
h) TelemarketingPower will provide the Client with all details of leads generated during the course of the campaign.
i) All lists are seeded to detect any unauthorized use or duplication thereof.
j) It is a legal requirement that prior to use, all consumer lists be “washed” against an authorized local Do Not Call Register.
k) List data is purchased from third parties and once ordered, list data cannot be swapped or returned.
l) Although TelemarketingPower supply lists from third parties on behalf of the Client, the Client accepts and acknowledges that TelemarketingPower have no control over the accuracy and or quality of any list data purchased on the Clients behalf. The Client accepts this risk and acknowledges TelemarketingPower acts in the capacity of an agent for placing an order for their data requirements and TelemarketingPower place no warranty or claim to the accuracy of such data.
3.6 Performance Expectations
TelemarketingPower reserves the right to use any and all forms of marketing to deliver outcomes for it’s clients which primarily include (but not limited to), telemarketing and or digital marketing.
a) TelemarketingPower will effectively deliver the Telemarketing Services as outlined in the Service Proposal but does not warrant or guarantee any specific result nor any previously outlined processes as they maybe subject to change in order to maximize outcomes for the Campaign. Further, the parties acknowledge that various factors may affect the outcomes of a Campaign including, but not limited to: regional, economic, social, political, seasonal factors and the effectiveness of the Clients competitive point of difference and Campaign Material.
b) TelemarketingPower bases any prediction of outcomes of a Campaign on the following assumptions:-
i) that all the client’s instructions, representations, instructions are accurate;
ii) that there will be timely execution, delivery, and performance on the Client’s part so as to meet relevant deadlines;
iii) that data supplied by the Client or purchased on behalf of the Client by TelemarketingPower; represents the choice of the clients preferred target market;
iv) that the economic and political conditions in which the target market operates is receptive to new business;
none of which are within the control of TelemarketingPower.
c) TelemarketingPower may elect to offer a performance standard based on a percentage of Positive Response outcomes for the Clients campaign. A Positive Response is defined as any kind of response that is not a negative response including but not limited to; any prospect that has Not expressly said do not contact again; and therefore, can be followed up by the Client in the short or long term.
d) TelemarketingPower may elect to offer a rate per “connected call” whereby any call that is disconnected, a busy signal, or a wrong number is not considered a “connected call”. All other calls are to be counted as a “connected call” including calls made where a conversation has occurred on behalf of TelemarketingPower, however the key decision makers was not able to be reached on a live call.
e) TelemarketingPower may elect to offer an “average cost per lead” whereby over the course of a campaign, TelemarketingPower may achieve that “average cost per lead”. However, this is an average only and not a guarantee to be able to provide said “average cost per lead” or in fact any result or lead at all.
f) TelemarketingPower may elect to offer a fixed rate per Lead and or a fixed rate per Appointment. However, any fixed rate offered is an average based on past results which are not indicative of possible future outcomes. Therefore we do not guarantee any specific volume or number of leads and or appointments. Further, the campaign is considered completed if the total amount of invoice has been exhausted prior to the total leads or appointments have been fulfilled.
3.7 Additional Terms
a) TelemarketingPower reserves the right to suspend provision of Telemarketing Services if revised payments are not effected following TelemarketingPower revision of terms.
b) A re-launch fee may apply if Campaign was paused due to late payments or delay by the Client.
c) The Client agrees to pay TelemarketingPower for the incidental costs and disbursements reasonably incurred by TelemarketingPower in the performance of any services to execution of any term of this Agreement.
d) The Client agrees to pay additional fees for excessive time spent in Campaign preparation (in excess of 8 hours) as well as any variations from the Telemarketing Services as outlined in the Campaign Proposal.
e) Refunds of any kind are not provided however the Client is able to suspend a Campaign and have 12-months to use any outstanding credit remaining. TelemarketingPower requires a 48 hours’ notice to suspend a campaign and re-commencement shall occur upon the next available caller/s. A re-training fee shall also apply of $1000 USD. Credit remaining unused 12-months after the date of initial payment shall be forfeited.
f) A prospect calling list supplied by the Client that has an insufficient quantity of phone numbers compared to the original quantity of phone numbers or hours quoted on the Campaign Proposal, shall automatically (unless otherwise instructed prior) have additional calls made for any contacts that have been unreachable until the shortfall has been compensated.
g) TelemarketingPower reserves the right to increase its Service Fees and or pricing structure upon 30 days’ notice to existing Clients.
4 SERVICE FEES
4.1 Payment by the Client
a) The Client shall pay TelemarketingPower the fees as indicated on the Service Proposal or a variation of this;
b) The Client shall pay for any preparation fees associated with the Campaign in the event of termination pursuant to clause 5 of this Agreement;
c) Payment shall be made in accordance with the method outlined on the Service Proposal.
d) TelemarketingPower reserves the right to re-quote the cost of the Telemarketing Services, at any stage prior to commencement of the Telemarketing Services or during the course of the provision of the of the Telemarketing Services, where it is established that average call times are being impacted by additional processes and steps that were undisclosed in the Client Brief.
5 TERMINATION
5.1 The parties agree that either party to this Agreement may, by written (30) days’ notice, terminate the Agreement if the other party;
a) breaches any provision of this Agreement and fails to remedy that breach within seven (7) days after notice requiring it to do so;
b) breaches a material provision of this Agreement where that breach is not capable of remedy;
c) incurs an Insolvency Event
5.2 Termination of this Agreement shall not affect the accrued rights or liabilities of either party. In the event of this Agreement being terminated all lists, publications and leads will be given to the Client upon request.
5.3 TelemarketingPower reserves the right to terminate this Agreement for any reason by providing thirty (30) days’ notice in writing to the Client.
5.4 Should the Client wish to terminate after payment has been made, then the Client must allow TelemarketingPower to complete the Campaign in full or forfeit any monies paid to date. The Client can elect to find a replacement campaign of similar remaining value less any setup costs if the replacement campaign requires a new configuration and setup.
5.5 In the event the Client has already requested to engage TelemarketingPower service then subsequently terminates, suspends or fails to follow through with their Campaign for any reason; the Client will be liable and agrees to any associated list data costs plus a campaign establishment fee of $1000 USD (which is not liable if the campaign is completed and will be deducted out of amounts already paid); for all costs associated with the campaign accrued by TelemarketingPower on behalf of the Client including but not limited to; staff training, campaign system loading, script development and or modification.
6 INTELLECTUAL PROPERTY RIGHTS
6.1 This Agreement does not transfer title or ownership of information or intellectual property rights to TelemarketingPower. Any lists or Campaign Materials provided by the Client remain the property of the Client. TelemarketingPower will not make use of any of the Campaign Materials provided by the Client for its own gain or for any other business than the Telemarketing Services of the Client.
6.2 The Client acknowledges that intellectual property created in the course of the provision of the Campaign vests in TelemarketingPower upon creation and will remain the sole property of TelemarketingPower, and the Client will not in any way claim any rights in such intellectual property or allow or encourage other persons or entities to make such claims or disclose such intellectual property to any other person or entity.
6.3 The Client Acknowledges that all pre-existing intellectual property owned by TelemarketingPower and disclosed to the Client for the purposes of providing the Campaign shall remain the property of TelemarketingPower and shall not transfer or be assigned to the Client except with the express permission in writing of TelemarketingPower.
7 WARRANTIES
7.1 TelemarketingPower warrants that:-
a) it has the right to enter into this Agreement;
b) will comply with all privacy legislation applicable and in force in the country or State in which the client is registered or domiciled or in the Territory as applicable in relation to the handling of personal information;
7.2 The Client warrants that it enters into this Agreement in its own right and it is authorized to enter into this Agreement on its own behalf .
8 INDEMNITY
8.1 The Client indemnifies TelemarketingPower against any liability, loss, claim, demand, cost, or expense of any kind which TelemarketingPower at any time suffers or incurs or arising out of the Telemarketing Services howsoever arising.
8.2 The Client acknowledges that TelemarketingPower acts as its agent to the extent that it uses the Lists provided by the Client or purchased on behalf of the Client for the provision of the Telemarketing Services. The Client appoints TelemarketingPower as its agent for this sole purpose and acknowledges that pursuant to that relationship the Client remains principally liable regarding use of any of the Lists provided. The Client acknowledges that TelemarketingPower does not prepare and control the contents of any Lists and Campaign Materials provided to them by the Client. TelemarketingPower takes no responsibility for, and will not be liable for, any error or inaccuracy in any of the Lists provided and the Client will indemnify, and keep indemnified, TelemarketingPower in respect of any expense, cost, loss, damage or liability arising out of such error or inaccuracy.
9 EXCLUSIONS AND LIMITATIONS
9.1 General
These terms and conditions do not exclude, restrict or modify the application of any statutory provision in the country or State in which the client is registered or domiciled or in the Territory where to do so would:-
a) contravene any such statutory provision; or
b) cause any part of these terms and conditions to be void.
The Client acknowledges that of its own accord it has determined that the services being acquired are fit for its purpose.
9.2 Limits on Liability
This term and condition prevails over all other terms and conditions and sets out the entire liability of TelemarketingPower and the sole and exclusive remedies of the Client in respect of the performance, non-performance, purported performance or delay in performance of the Campaign (or any part of it) or otherwise in relation to this Agreement any agreement for TelemarketingPower to provide the Services:
a) Subject to the following term TelemarketingPower does not accept and the Client agrees not to seek from TelemarketingPower any liability for loss of or damage to the Client’s tangible property whether by TelemarketingPower employees, subcontractors or agents or otherwise other than that caused by TelemarketingPower negligence.
b) Subject to the preceding term TelemarketingPower liability for loss or damage to the Client’s tangible property shall at all times and in all instances shall be limited to and shall not exceed the sum of USD $1000;
c) TelemarketingPower does not accept and hereby excludes liability for breach of duty arising pursuant to these terms and conditions or pursuant to any agreement whereby TelemarketingPower will provide services to the Client. Specifically, TelemarketingPower shall have no liability for:
i. loss of revenue;
ii. loss of actual or anticipated profits;
iii. loss of the use of money or anticipated savings;
iv. loss of business or loss of an opportunity;
v. loss of goodwill or loss of reputation.
d) The limitation of liability conferred upon TelemarketingPower shall have effect in relation to any liability expressly provided for under any agreement whereby TelemarketingPower is to provide services to the Client and to any liability arising by reason of the invalidity or unenforceability of an term of any agreement whereby TelemarketingPower is to provide services to the Client.
e) Nothing in any agreement whereby TelemarketingPower is to provide services to the Client shall exclude or limit TelemarketingPower liability caused by TelemarketingPower negligence or otherwise where such liability cannot be excluded or limited by any applicable law in the Territory.
10 SECURITY AND CONTROL
10.1 TelemarketingPower shall at all times effect and maintain adequate security measures to safeguard the Campaign Materials from access or use by any unauthorized person or third party. TelemarketingPower shall retain the Campaign Materials under its own effective control even when such information is passed to a government agency or any other third-party service provider of the Client.
10.2 TelemarketingPower shall notify the Client in writing where any Campaign Material is provided to a third party or government agency within seven days of such a third party or government agency being appointed.
11 COMPLIANCE WITH LAWS AND INDUSTRY STANDARDS
11.1 TelemarketingPower will comply with all relevant Laws, Standards, Codes or Guidelines in providing the Telemarketing Services, including but not limiting to all privacy, ‘do not call register’, media regulatory legislation and applicable industry bodies and legislation in the country or State in which the client is registered or domiciled or in the Territory as applicable.
12 NOTICES
12.1 Any notice, order, acceptance or other communication under this Agreement will be in writing and signed and forwarded to the provided addresses and facsimile numbers or to such other addresses and facsimile numbers as may be substituted by the parties’ written notice.
12.2 Such notice, order, acceptance, or other communication will:
a) if sent by prepaid post, in any country, be deemed to have been received on the tenth day after the date of posting;
b) if sent by email will be deemed to be received on receipt by the sender of the email code and the number of the recipient at the conclusion of the transmission;
c) if sent by facsimile, be deemed to be received on receipt by the sender of confirmation of due receipt via the sender’s facsimile machine;
d) if delivered by hand, be deemed to be received on the date of delivery.
e) if the time of dispatch or delivery (as the case may be) is after 4.00 pm on a day on which business generally is carried on in the place to which the email or facsimile communication is sent, or in the place in which personal delivery is made, the notice will be deemed to have been received at the commencement of business on the next such day in that place.
13 WHOLE AGREEMENT
13.1 This Agreement supersedes all and any previous agreements between TelemarketingPower and the Client whether oral or written, and there are no understandings, representations or warranties of any kind between the parties except as expressly set forth in this Agreement.
13.2 This Agreement cannot be amended except by an instrument in writing signed by the parties and stating the parties’ intention to amend this Agreement accordingly.
13.3 If any provision or part of a provision of this Agreement is held to be illegal, unenforceable or otherwise invalid, that provision or part will be deemed to be severed from this Agreement and the remainder of this Agreement will continue in effect.
14 FORCE MAJEURE
14.1 Failure or delay in performance of any obligation under this Agreement by either party will not be deemed to be a breach of this Agreement if that failure or delay is due to any cause beyond the reasonable control and without the fault or negligence of that party, but in order to excuse its default on this basis, a party will notify the other of the occurrence or the cause specifying the nature, particulars and expected duration thereof.
15 APPLICABLE LAW
15.1 This Agreement is governed by and will be construed in accordance with the laws of the State of Queensland, Australia and the laws of the Commonwealth of Australia, and the parties agree to submit to the jurisdiction and courts of that State and country.
16 NO WAIVER
16.1 The failure by TelemarketingPower to exercise a right or remedy here-under shall in no manner affect TelemarketingPower ability to exercise its right or remedy at a later time. No waiver by TelemarketingPower of a breach on any instance shall be deemed to be further or continuing waiver of such breach.
17 DISPUTE RESOLUTION
17.1 Both parties agree that at the first instance, disputes should be attempted to be resolved through a process of discussion. Each party must put in writing the issues in dispute. If resolution cannot be reached through the discussion process, either party may elect to refer the matter to a mutually agreed independent expert to adjudicate the matter.
18 PRIVACY TERMS
18.1 General
TelemarketingPower recognizes the expectations of consumers to have their privacy respected in accordance with Australian industry and legislative standards.
The parties shall:-
a) comply with all privacy legislation and advertising, media and direct advertising codes or equivalent codes of conduct or self-regulating codes or covenants in the country or State in which the client is registered or domiciled or in the Territory as applicable;
b) comply with all laws relating to the collection, storage, use and disclosure of the information embodied in the Services Schedule, including data protection legislation in the Client’s State or territory of residence or incorporation;
c) destroy or de-identify all personal information obtained in relation to the provision of the Telemarketing Services at the later of: the expiration or termination of this Agreement; or three months from the date of completion of any work under Agreement (unless written authority to the contrary is provided by the Client).
The Client shall:-
a) only use personal information obtained or collected pursuant to this Agreement for the purposes of the Services outlined in this Agreement;
b) have a Privacy Compliance Plan for the services supplied under this Agreement which comply with the requirements of the legislation in the Client’s State or territory of residence or incorporation and any guidelines and does of practice which are relevant;
c) ensure all relevant Personnel are properly trained regarding the Privacy Compliance Plan;
d) carry out any reasonable instructions given by TelemarketingPower with respect to privacy obligations under this Agreement;
e) advise TelemarketingPower of any complaints or breaches of privacy, or requests for access to personal information;
f) manage its own opt out and consumer handling obligations unless otherwise agreed; and
g) provide TelemarketingPower with a copy of any direct marketing material or script prior to it being used. (TelemarketingPower will determine in its sole discretion whether it regards this material or script as complying with this Agreement.)
TelemarketingPower shall; –
observe the following privacy policy guidelines in the provision of the Telemarketing Services:
“TelemarketingPower is highly ethical organization in its field and believes in the privacy of an individual. To protect this right, TelemarketingPower is committed to ensure that all of its Managers and Employees fully comply with the National Privacy Principals regulations and with equivalent regulations and/or codes in the country or State in which the client is registered or domiciled or in the Territory as applicable. TelemarketingPower staff is provided with the ongoing training to increase their skills in dealing with the public, proper collection of information and general work ethics.”
19 CONFIDENTIALITY
The parties shall, except as required by law:
a) treat as confidential and keep secret all Confidential Information disclosed between them or in relation to any dealings between them or to any third parties.
b) not use the Information, or permit the Confidential Information to be used, for any purpose whatsoever other than that expressly provided under this Agreement.
c) to return all documents and other materials embodying, or in any way relating to the Confidential Information, including any authorized copies or reproductions of such documents and other materials made by either party, and shall destroy or render unusable all details of, or in any way relating to, the Information held in databases or in other electronic storage or retrieval systems, on demand of a party.
20 NO ASSIGNMENT
The Client shall not assign, transfer or otherwise dispose of or encumber any of its rights and obligations under this Agreement and under any agreement whereby TelemarketingPower is to provide the Services to any party other than the Client without TelemarketingPower prior written consent.
21 NO PARTNERSHIP
TelemarketingPower and the Client are independent contractors and nothing in this Agreement will create any partnership, joint venture, agency, franchise, representative status or employer/employee relationship between TelemarketingPower and the Client. Neither TelemarketingPower and the Client has any authority to and shall not make any representations regarding the other party or incur any loss, liability or cost or enter into any contract or agreement involving the other party in financial commitments or liability except with the prior written approval of the other party and must not hold itself out as having such authority.
WHEREFORE, any and all payment made by the Client to TelemarketingPower, confirms the Client acknowledges that it has read and understands these Terms and Conditions and voluntarily accepts the duties and obligations set forth herein.