Paralegal & Legal Assistant Terms of Service

Last Updated: February 2, 2025

By proceeding with this service, you (“Recipient”) acknowledge and agree to the following Terms and Conditions set forth by US Paralegal Group, LLC (“Provider”). These Terms govern your engagement with the Provider and your use of the services.

SERVICES

The Provider will provide the services of a Paralegal or Legal Assistant (“Contractor”) to perform paralegal or legal assistant services for the Recipient (collectively, the “Services”). The Contractor will perform these services in a professional and workmanlike manner, consistent with any written instructions issued by the Recipient, and within reasonable deadlines.

The Provider disclaims any warranties, either express or implied, including but not limited to warranties of fitness for a particular purpose or merchantability. The Recipient is solely responsible for supervising, monitoring, and overseeing the Contractor’s performance of the Services.

 PAYMENT

 You agree to pay all amounts owed to us for the Services under any terms, policies or other written or electronic agreement we may have in place.  We may require you to maintain valid credit card or other payment account information with us (which is collected and stored by our secured, encrypted, third-party application) in order to receive the Services, and if so, you hereby authorize us to charge your credit card or other payment account for the Services. Your right to purchase products through the Services is conditioned upon our receipt of payment. 

 Refusal of product delivery does not release you from payment liability. If a payment cannot be charged to your credit card or if a charge is canceled for any reason, or if you fail to maintain valid, up-to-date payment information or to keep your payments current, we reserve the right to immediately either suspend or terminate your access and account immediately without notice, thereby terminating these Terms of Service. 

 Any failure to maintain valid, up-to-date payment information with us or to keep your payments current will constitute a material breach of these terms, for which we may suspend or terminate your access to the Services immediately without notice. Interest will be charged on all unpaid delinquent amounts at the rate of 1.5% per month or the highest rate permitted by applicable law, whichever is lesser.  You agree to reimburse us for all collection agency fees, attorneys’ fees and other costs we may incur to collect delinquent amounts you owe to us.

 TERM, MODIFYING and TERMINATION of SERVICE. 

 This Terms of Service shall begin when you begin using the Site and/or Services, and shall continue indefinitely unless terminated in accordance with the terms of this Terms of Service.

 In darker news, we reserve the right to terminate the service of a Zirtual client at any time — for any reason. Should this occur, we will give you a prorated refund at the standard monthly rate for any period for which you have already paid. That means that rarely and under great duress we may end our relationship with a client for any number of reasons including but not limited to the following:

• If the client is constantly requesting tasks outside the scope of their service plan and we’re unable to find a solution by scaling back the requests
• If the client is abusive to his/her assistant or any other Zirtual team member

 We are constantly changing and improving our Services. We may add or remove functionalities or features, and we may suspend or stop a Service altogether, at any time, without any notice or liability.

WORK PRODUCT OWNERSHIP

Any copyrightable works, ideas, discoveries, inventions, patents, products, or other information (collectively the “Work Product”) developed in whole or in part by Provider in connection with the Services will be the exclusive property of Recipient. Upon request, Provider will execute, within a reasonable period of time, all documents necessary to confirm or perfect the exclusive ownership of Recipient to the Work Product.

 Provider, and its employees, agents, or representatives will not at any time or in any manner, either directly or indirectly, use for the personal benefit of Provider, or divulge, disclose, or communicate in any manner, any information that is proprietary to Recipient. Provider and its employees, agents, and representatives will protect such information and treat it as strictly confidential. This provision will continue to be effective after the termination of this Agreement. Any oral or written waiver by Recipient of these confidentiality obligations which allows Provider to disclose Recipient’s confidential information to a third party will be limited to a single occurrence tied to the specific information disclosed to the specific third party, and the confidentiality clause will continue to be in effect for all other occurrences.

 Upon termination of the Service, Provider will return to Recipient all records, notes, documentation and other items (if any) that were used, created, or controlled by Provider during the term of this Contract. Recipient acknowledges that the Provider has entered into separate contracts with its Contractors requiring the immediate return of all documents upon the completion of the Services or termination of such Contractor agreement. 

INDEMNIFICATION 

Recipient agrees to indemnify, defend and hold harmless Provider, Contractor, and its and their respective directors, officers, managers, employees, agents, representatives, partners, members and contractors from any and all claims, losses, expenses, fees including attorney fees, costs, and judgments, or liabilities resulting from, or in any way related to, the Services (the foregoing, collectively, “Losses”), except to the extent such Losses resulted from the gross negligence or wilful misconduct of Provider or the applicable Contractor Recipient agrees that neither the Provider nor its Contractor shall be liable to the Recipient for any claims related to the Services, except in cases of gross negligence or wilful misconduct, in which case Provider’s liability shall be limited to actual fees collected by the Provider from the Recipient in the 12 months immediately preceding any such claim. Any such claim must be brought within 12 months of the commencement of the conduct that is the basis of such claim. 

 DEFAULT

The occurrence of any of the following shall constitute a material default under these Terms of Service: (a) The failure to make a required payment when due; (b) The insolvency or bankruptcy of either party; (c) The subjection of any of either party’s property to any levy, seizure, general assignment for the benefit of creditors, application or sale for or by any creditor or government agency; (d) the failure to make available or deliver the Service in the time and manner provided for in this Agreement. 

 ATTORNEYS’ FEES AND COLLECTION COSTS

 If there is dispute relating to any provisions in these Terms of Service, the prevailing party is entitled to, and the non-prevailing party shall pay, the costs and expenses incurred by the prevailing party in the dispute, including but not limited to all out-of-pocket costs of collection, court costs, and reasonable attorney fees and expenses.

 REMEDIES

In addition to any and all other rights a party may have available according to law, if a party defaults by failing to  perform any provision, term or condition of this Agreement in any material respect (including without limitation the failure to make a monetary payment when due and any other material default as provided in Section 6), the other party may terminate the Agreement immediately by providing written notice to the defaulting party. This notice shall describe with reasonable detail the nature of the default. 

 NO-HIRE CLAUSE

US Paralegal Group, LLC has expended considerable time and resources in developing and maintaining its professional quality review program, including establishing a roster of qualified Contractors, and the loss of such resources to US Paralegal Group, LLC would constitute a loss of valuable assets of the program. Recipient acknowledges that Provider has separate agreements with the Contractors that protect this interest by requiring that Contractors obtain Provider’s prior written consent before accepting any direct engagement (whether as an employee, consultant, contractor or otherwise) with the Provider’s customer to whom they were assigned, interviewed, or engaged with in their role as Contractor. 

 Accordingly, without prior written consent of the Provider, the Recipient agrees to not offer, engage, or employ, either directly or through the procurement of a third party, the Contractor, or any Contractor of US Paralegal Group LLC with which Recipient has engaged, interviewed, or otherwise had contact with while a customer of US Paralegal Group, LLC and for a period of 12-months following the termination of such engagement.

Should the Recipient wish to pursue engagement with a Contractor, either directly or through the procurement of a third party, on any basis (including but not limited to, as an independent contractor, full-time employee, part-time employee, or temporary employee) during such period as contemplated above, and Provider consents to such engagement, the Recipient shall pay to Provider a one-time fee equal to the greater of $18,000 or the equivalent of 18-months of fees, calculated as invoiced fees for the most recent full month that the Paralegal had been assigned to Provider x 18.

 RULE 5.5: UNAUTHORIZED PRACTICE OF LAW

 The Recipient agrees that it will provide adequate supervision over all Services provided by the Contractor, and that all of Recipient’s attorneys providing such supervision are in good standing to practice the law to which they are delegating tasks to Contractor. The Recipient agrees that it will not request or require any of the Provider’s Contractors to engage in the practice of law.

 The Recipient acknowledges that US Paralegal Group, LLC is not a law firm and does not provide legal services.

 DISPUTE RESOLUTION 

 Should a dispute arise over the Services, the parties agree to mediate by Zoom through a mutually agreeable private mediator. The cost of the mediation will be split and the parties will make efforts to keep those costs as low as possible in good faith.

 ENTIRE AGREEMENT

 This Agreement contains the entire agreement of the parties, and there are no other promises or conditions in any other agreement whether oral or written concerning the subject matter of this Agreement. This Agreement supersedes any prior written or oral agreements between the parties.

 SEVERABILITY

 If any provision of this Agreement will be held to be invalid or unenforceable for any reason, the remaining provisions will continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid and enforceable, then such provision will be deemed to be written, construed, and enforced as so limited.

 CHOICE OF LAW AND VENUE

 The validity of this Agreement, its construction, interpretation, and enforcement, and the rights of the parties hereto shall be determined under, governed by, and construed in accordance with the laws of the Commonwealth of Pennsylvania. The parties agree that all actions or proceedings arising in connection with this Agreement shall be tried and litigated only in the state and federal courts located in the county of Lancaster, state of Pennsylvania or, at the sole option of the Provider shall initiate legal or equitable proceedings and which has subject matter jurisdiction over the matter in controversy, pledgor and Provider waive, to the extent permitted under applicable law, any right each may have to assert the Doctrine of Forum Non Coveniens or to object to venue to the extent any proceeding in accordance with this section.

 NOTICE

 Any notice or communication required or permitted under this Agreement shall be sufficiently given if delivered in person or by certified mail, return receipt requested, to the address set forth in the opening paragraph or to such other address as one party may have furnished to the other in writing. 

By continuing to use the Services, you confirm that you have read, understood, and accept these Terms and Conditions.