Complete with Docusign Willand Cuna Rocksta
This document is a comprehensive Remote Staffing Services Agreement between Rockstar Recruiter, LLC (the Service Provider) and FCC Enterprises LLC (the Customer). It outlines the Service Provider’s duties to recruit, screen, and assign remote staff (the Assigned Staff) to perform various virtual assistant roles for the Customer, including administrative, patient support, marketing, personal assistance, and technical/content support. The agreement details the Service Provider’s responsibilities for payroll, taxes, benefits, and compliance, and requires Assigned Staff to sign confidentiality and IP assignment agreements (Exhibit B). Payment terms are set out in Exhibit A, with a $12/hour rate ($2,080/month for a 40‑hour week), a $250 onboarding/off‑boarding fee, and a $20,000 conversion fee if the Customer hires an Assigned Staff directly within one year. The contract includes provisions for rate increases, termination (30‑day notice or for cause), indemnification (mutual), confidentiality, and ownership of all deliverables as work‑made‑for‑hire, with assignment of any non‑work‑made‑for‑hire IP to the Customer. Governing law is Arizona, with exclusive jurisdiction in Maricopa County. Exhibit C is a Business Associate Agreement that imposes HIPAA/HITECH obligations on the Service Provider when handling protected health information. The agreement is signed by Tone Williams (Rockstar Recruiter) and Frank Cawley (FCC Enterprises).
Topics
Service Provider Duties and Independent Contractor Staffing Model
Details the Service Provider’s obligations to recruit, screen, assign, and manage remote staff, including payroll, taxes, benefits, and the requirement that Assigned Staff are independent contractors, not employees of the Customer.
Payment Structure, Billing Mechanics, and Conversion Fee
Specifies the hourly rate ($12), monthly billing calculations, onboarding/off‑boarding fee, automatic monthly ACH/credit‑card withdrawals, and the $20,000 conversion fee if the Customer hires an Assigned Staff within one year of assignment.
Intellectual Property Ownership and Work‑Made‑for‑Hire Provisions
Establishes that all deliverables created by Assigned Staff are owned by the Customer, treating them as work‑made‑for‑hire and assigning any non‑work‑made‑for‑hire IP to the Customer, with required waivers of moral rights.
Mutual Indemnification and Liability Allocation
Outlines reciprocal indemnification obligations, detailing the circumstances under which each party must defend, indemnify, and hold harmless the other for willful, fraudulent, or negligent acts and breach of representations.
Confidentiality Obligations and HIPAA/HITECH Compliance (Exhibit C)
Sets confidentiality duties for both parties, requires Assigned Staff to sign confidentiality agreements, and includes a Business Associate Agreement imposing HIPAA and HITECH safeguards, breach reporting, and permitted uses of PHI.
Termination Rights, Post‑Termination Duties, and Conversion Penalty
Describes termination on 30‑day notice or for cause, survival of key clauses, post‑termination IP handling, and the $20,000 conversion fee triggered by direct hiring of Assigned Staff within a year.
Governing Law, Venue, and Dispute Resolution
Specifies that the agreement is governed by Arizona law, with exclusive jurisdiction in Maricopa County courts, and includes waiver of forum non‑convenience.
Exhibit A – Role Definitions, Duties, and Rate Calculations
Lists the specific virtual assistant roles (Administrative VA, Patient Support Coordinator, Marketing Specialist, Personal Assistant, Technical/Content VA, Bookkeeping), their duties, and the $12/hour rate calculation example.