This Service Agreement (the “Agreement”) is entered into as of the date of acceptance by and between Northstar Revenue Growth Partners Private Limited, doing business as RemoteReps247 (the “Company”), and the undersigned client (the “Client”), both of whom agree to be bound by this Agreement.
DEFINITIONS
1.1. Confidential Information: Any information, technical data, or know-how, including but not limited to research, product plans, products, services, customers, markets, software, developments, inventions, processes, designs, drawings, engineering, hardware configuration information, marketing, or finances, which is designated as confidential or proprietary.
1.2. Total Contract Value: The total value of a contract between the Client and a customer, including any recurring or staggered payments over the duration of the contract.
TERM
2.1. Program Duration and Reengagement: This Agreement is effective for 12 months from the date of execution. At the end of this period, the Agreement will expire unless renewed under new terms or extended in writing by mutual consent.
The Client may terminate this Agreement earlier under the following conditions:
SERVICES
3.1. Comprehensive Sales Cycle Management: The Company shall manage the entire sales cycle on behalf of the Client, including:
The Company is not responsible for the technical execution or service delivery of the Client’s contractual obligations after deal closure.
3.2. The Company shall make reasonable efforts to generate leads, set up meetings, and close deals with potential customers for the Client’s products or services.
3.3. The Company shall provide the Client with regular updates on the progress of the lead generation, appointment setting, and deal-closing efforts.
3.4. Limited Responsibility for Contract Execution: The Company is responsible for securing signed contracts and ensuring that the deals progress toward execution. However, the Company does not bear liability for the Client’s service delivery or for any disputes between the Client and their customers following contract completion.
COMPENSATION
4.1. The Client agrees to pay for the services under the following pricing structure:
All payments must be made in advance according to the selected billing plan. Services under this Agreement are prepaid, non-refundable, and will commence only upon receipt of the full payment. The Client acknowledges that no refunds will be issued except under the conditions explicitly stated in Section 4.2.
4.2. Contract Value Goal and Refund: If the Company fails to generate a minimum revenue of $75,000 within 12 months, the Client may request a refund within 15 business days after program completion. The Company shall review and determine refund eligibility at its sole discretion. The Client must provide all required documentation proving compliance with collaboration requirements. Any refund request submitted after the 15-business-day deadline will not be considered.
To qualify for a refund, the Client must:
The Client may request a refund in writing within 15 business days after the program’s conclusion. The Company shall review the request and determine eligibility within 90 business days. If approved, the refund will be processed within a reasonable timeframe thereafter.
This refund policy is an unconditional guarantee based on performance, and the Client shall have no further claims against the Company once the refund has been processed.
CONFIDENTIALITY AND NON-DISCLOSURE
5.1 Confidentiality Obligations: Both Parties acknowledge that they may receive Confidential Information from the other Party. Each Party agrees to take all reasonable measures to protect the confidentiality of such information and not disclose it to third parties without the prior written consent of the disclosing Party, except as required by law.
5.2 Scope of Confidential Information: Confidential Information includes but is not limited to trade secrets, business plans, technical information, financial information, and any other proprietary data marked or otherwise designated as confidential.
5.3 Exclusions from Confidentiality:
Confidential Information does not include information that:
5.4 Return or Destruction of Confidential Information: Upon termination of this Agreement, each Party agrees to return or securely destroy all Confidential Information received, unless retention is required for compliance with applicable laws.
5.5 Data Protection & Privacy Compliance: Both Parties agree to comply with all applicable data protection and privacy laws, including but not limited to the General Data Protection Regulation (GDPR) and California Consumer Privacy Act (CCPA). Each Party shall use personal data solely for the purpose of performing its obligations under this Agreement.
5.6 Data Breach Notification: In the event of a data breach involving personal data, the Party experiencing the breach shall promptly notify the other Party and take all reasonable steps to mitigate its effects and prevent further unauthorized access
INTELLECTUAL PROPERTY
6.1. Ownership: The Company retains all right, title, and interest in and to any intellectual property, including but not limited to patents, copyrights, trademarks, and trade secrets, developed or used in the performance of this Agreement.
6.2. License: The Company grants the Client a limited, non-exclusive, non-transferable license to use the Company’s intellectual property solely for the purpose of this Agreement.
6.3. Data Ownership & Post-Termination Use: Upon termination of this Agreement, all leads, sales data, and CRM assets generated by the Company shall remain the exclusive property of the Client. However, the Client is strictly prohibited from sharing, disclosing, redistributing, or reselling these leads to any third party without the prior written consent of the Company. Any unauthorized use will be considered a material breach of this Agreement.
INDEMNIFICATION
7.1. Indemnification by the Client: The Client agrees to defend, indemnify, and hold harmless the Company from and against any claims, damages, liabilities, or expenses arising from:
7.2. Indemnification by the Company: The Company agrees to defend, indemnify, and hold harmless the Client from and against any and all claims, losses, liabilities, damages, costs, and expenses, including reasonable attorneys’ fees, arising out of or relating to the Company’s breach of this Agreement or the Company’s negligence or willful misconduct in the performance of its obligations under this Agreement.
LIMITATION OF LIABILITY AND DISPUTE RESOLUTION
8.1. Limitation of Liability: The Client acknowledges and agrees that the Company’s total liability under this Agreement shall be limited to the total fees paid by the Client during the term of this Agreement. Under no circumstances shall the Company be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to claims from third parties, arising out of or in connection with the performance of services under this Agreement.
8.2. DISPUTE RESOLUTION: Any disputes arising from this Agreement shall first be resolved through negotiation and mediation. If the dispute is not resolved within 45 business days, it shall be referred to binding arbitration under SIAC rules. The arbitration decision shall be final and enforceable in a court of law. The Client waives any right to file a lawsuit against the Company except through arbitration.
TECHNICAL SUPPORT
9.1. Responsibility: The Client’s collaboration, timely feedback, and adherence to scheduled interactions with potential prospects directly impact the Company’s ability to achieve the guaranteed revenue targets. Failure on the Client’s part to fulfill these obligations may nullify the refund policy.
GOVERNING LAW AND JURISDICTION
This Agreement shall be governed by and construed in accordance with the laws of Singapore. Any disputes arising out of or in connection with this Agreement shall be resolved through arbitration in accordance with the rules of the Singapore International Arbitration Centre (SIAC). The place of arbitration shall be Singapore. Each Party shall bear its own costs and expenses, including attorney fees, in the arbitration, except as may be awarded otherwise by the arbitrator.
ENTIRE AGREEMENT
This Agreement constitutes the entire understanding between the Parties with respect to the subject matter hereof and supersedes all prior agreements, understandings, and negotiations, both written and oral, between the Parties with respect to the subject matter hereof.
ACCEPTANCE
By completing and submitting the Revenue Surge 360 signup form, you acknowledge that this agreement is legally binding and does not require a physical signature. Submission of this form signifies your acceptance of all terms and conditions outlined in the agreement, which becomes effective and legally binding upon your acceptance.