Terms of Service

Acceptance of Terms

By accessing or using keyplayershq.com and the services provided by 1001060863 Ontario Corp, operating as KeyPlayers HQ ("KeyPlayers", "we", "us", "our"), you agree to be bound by these Terms of Service and all applicable laws and regulations.

If you do not agree to these terms, you must not use our website or services. These terms apply to all visitors, prospects, and clients who access or use our services in any capacity.

About Our Services

KeyPlayers HQ, operated by 1001060863 Ontario Corp, provides virtual assistant placement, workforce management, and related technology services. Our core service offerings include:

• Managed VA Placement - ongoing, fully managed virtual assistant services where KeyPlayers acts as the employer of record
• Direct Hire Placement - a one-time facilitated hiring service where the client becomes the employer of record
• AI Operator Placement - placement of virtual assistants with specialized AI tool training and certifications
• KeyBrain Platform - a proprietary knowledge base and operations management platform available to managed clients
• KeyMatch System - our internal talent matching and screening system

The specific details, deliverables, and terms of each service engagement are confirmed during an initial scoping call and documented in your service agreement.

Service Plans and Pricing

• Service plans are offered at the rates listed on our pricing page at the time of purchase
• All prices are in USD unless otherwise stated
• Plans are billed on a monthly basis
• Payment is processed upon plan confirmation, following completion of an initial scoping call
• Prices are subject to change with a minimum of 30 days advance written notice to existing clients
• Applicable taxes may be added to your invoice depending on your jurisdiction

Managed VA Plans - Specific Terms

The following terms apply specifically to Managed VA service plans:

• KeyPlayers acts as the employer of record for all placed virtual assistants under Managed VA plans. Clients direct the day-to-day work but are not the legal employer of placed VAs.
• The Unlimited Replacement Guarantee applies to Managed VA plans only. If a placement is not working, KeyPlayers will source a replacement at no additional cost, subject to completing a minimum trial period of 30 days and receiving written feedback detailing the performance concerns.
• "Unlimited" replacement means we will make reasonable, good-faith efforts to find a suitable match for your requirements. This guarantee is not unconditional, is not time-unlimited, and is subject to fair use.
• The replacement guarantee does not apply if the placement relationship ends due to client misconduct, scope changes, or circumstances outside the performance of the VA.
• Task examples listed on our website are illustrative only. The specific scope of work, tools used, and hours are defined during the onboarding process.

Direct Hire Placement - Specific Terms

The following terms apply specifically to Direct Hire placement services:

• Direct Hire is a one-time placement facilitation service. KeyPlayers screens and presents candidates; the client becomes the employer of record upon hire.
• Placement fees and any applicable guarantee terms are provided in your individual Direct Hire service agreement prior to engagement.
• KeyPlayers does not assume ongoing employer responsibility for Direct Hire placements after the candidate has been presented and accepted.
• Clients are solely responsible for compliance with all applicable employment laws, payroll obligations, and tax requirements for Direct Hire placements.

Client Responsibilities

As a client of KeyPlayers HQ, you agree to the following obligations:

• Provide accurate, complete, and up-to-date information about your business needs, team structure, and role requirements
• Treat all placed virtual assistants professionally, respectfully, and in compliance with applicable laws
• Pay all invoices on time in accordance with your agreed payment terms
• Maintain confidentiality of any proprietary KeyPlayers materials, including access credentials to the KeyBrain platform
• Provide reasonable onboarding support, access, and communication to enable placed VAs to perform their work
• Notify KeyPlayers promptly of any performance concerns rather than unilaterally ending the placement without notice

Cancellation and Refunds

• Managed VA plans are month-to-month. You may cancel your plan at any time with 30 days written notice sent to hello@keyplayershq.com.
• No refunds are issued for partial months of service already rendered.
• Placement fees for Direct Hire engagements are non-refundable once a candidate has been formally presented and accepted by the client.
• KeyPlayers reserves the right to suspend or terminate services immediately in the event of non-payment or material breach of these terms.

Disclaimers and Limitation of Liability

Our services are provided on an "as is" and "as available" basis. While we make every reasonable effort to match clients with high-quality, suitable virtual assistants, we cannot guarantee specific business outcomes, revenue results, productivity improvements, or task completion rates.

• We are not responsible for the day-to-day work output of placed VAs beyond our replacement guarantee.
• We do not guarantee that use of our services will result in specific financial outcomes or business results.
• To the maximum extent permitted by applicable law, our total liability to you for any claim arising from or related to these terms or our services is limited to the total fees paid by you in the 30-day period immediately preceding the claim.
• We are not liable for any indirect, incidental, consequential, special, or punitive damages, including loss of profits or data, even if advised of the possibility of such damages.

Intellectual Property

All content on keyplayershq.com, including but not limited to text, graphics, logos, icons, images, page layouts, and software, is the property of 1001060863 Ontario Corp and is protected by applicable Canadian and international intellectual property laws.

The KeyPlayers HQ brand name, KeyBrain platform name, and KeyMatch system name are trademarks of 1001060863 Ontario Corp. You may not use, reproduce, distribute, or create derivative works from any of our intellectual property without prior written permission.

Confidentiality

Both KeyPlayers and our clients agree to treat as confidential any non-public, proprietary, or sensitive information shared during the course of the service relationship. This includes business strategy, client data, candidate profiles, pricing structures, platform access credentials, and internal processes.

Confidentiality obligations survive the termination of any service agreement and remain in effect for a period of two years following the end of the engagement, unless otherwise agreed in writing.

Dispute Resolution and Arbitration

(a) Informal Resolution First. Before starting any formal proceeding, you agree to first contact us at support@keyplayershq.com and give us 30 days to resolve the issue informally.

(b) Binding Arbitration. Except as set out in section (e) below, any dispute, claim, or controversy arising out of or relating to these Terms or your use of the Service that cannot be resolved informally shall be finally resolved by binding arbitration administered in Ontario, Canada, under the ADR Institute of Canada Arbitration Rules, by a single arbitrator. The seat of arbitration shall be Burlington, Ontario, and the proceedings shall be conducted in English. Judgment on the award may be entered in any court of competent jurisdiction.

(c) Costs and Accessibility. The arbitration shall be conducted in a manner that is reasonably accessible and affordable to both parties. KeyPlayers will be responsible for arbitration filing and administrative fees to the extent required by applicable law or to keep the process fair and accessible.

(d) Class Action Waiver. To the fullest extent permitted by applicable law, you and KeyPlayers agree that each may bring claims against the other only in an individual capacity, and not as a plaintiff or class member in any purported class, collective, or representative proceeding. The arbitrator may not consolidate more than one person's claims or preside over any form of class proceeding.

(e) Exceptions. Nothing in this section prevents either party from (i) seeking injunctive or equitable relief in a court of competent jurisdiction to protect intellectual property or confidential information; (ii) pursuing a claim in small claims court if it qualifies; or (iii) exercising any right that cannot be waived under applicable law, including any non-waivable rights under applicable consumer protection or employment legislation.

(f) Severability. If the class action waiver in section (d) is found unenforceable as to any claim, that specific claim shall be severed and proceed in court, while all remaining claims shall continue in arbitration. If any other part of this section is found unenforceable, the remainder of this section and these Terms shall remain in full force and effect.

(g) Workers and Contractors. This section applies to users of the Service and does not govern the relationship between KeyPlayers and its virtual assistants, contractors, or personnel, which is governed by separate agreements.

Governing Law

These Terms of Service are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

Any disputes arising out of or in connection with these terms or our services that cannot be resolved informally shall be submitted to the exclusive jurisdiction of the courts of the Province of Ontario, Canada.

Changes to These Terms

We reserve the right to update or modify these Terms of Service at any time. When we do, we will revise the "Last updated" date at the top of this page. For material changes, we will make reasonable efforts to provide notice to active clients, which may include email notification.

Your continued use of our website or services after any changes to these terms constitutes your acceptance of the updated terms. If you do not agree to the revised terms, you must stop using our services.

Contact

If you have any questions about these Terms of Service or wish to raise a legal concern, please contact us: