Founder Services Agreement

1. IP developed as part of the project can be used by ODPL to promote themselves unless I revoke this permission. Could you explain whether this covers absolutely any IP that is developed by me/my VA? Seems a bit of a stretch by ODPL... How would I go about revoking this permission? When would this need to be done?
   
1. This refers to using your business for internal training purposes – for example, we may use your images in a graphic design training provided to our doers or if you provide a testimonial, we may share this with all employees or promote it on our website. If you do not wish for this to occur, you can let us know in writing.  

1. I am responsible for securing personal information, disclosure & unauthorized use of my data. This is where your previous response. Is it possible to see the standard contract that the VAs gets? Does ODPL accept any responsibility? What are the consequences to the VA? 
   
1. Their employee contracts are confidential. We do train our Doers in cybersecurity and how to protect their client’s data. We recommend that you get your own legal advice as we cannot provide advice on the repercussions to your business and the VA. 

1. ODPL is not responsible for losses, unauthorized use or disclosure of personal information incurred (except to the extent of the law). In other words, if one of the Filipino workers takes my clients' email addresses or other data, my client can sue me for damages, but I cannot on-sue ODPL for those damages. Just wondering how such a hypothetical situation might be handled (beyond what you've already said)?
   
1. Our Doers sign a confidentiality agreement with us so they would be breaching that if they leaked confidential information, however, we cannot control every piece of information given to our Doers, which is why we cannot be liable. We encourage our Founders to be sensitive to the information they share with their doer and encourage them to have their own business insurance/s to cover all bases.

1. Can you please change the contract (add/remove parts)?
   
1. We have been given this advice by our lawyers and these are the terms. We understand and respect that you want to ensure you're entering an agreement that is suitable for your business; however, we are not in the position to customize each contract for each individual founder as these terms have been confirmed by our global legal team to protect you and the Doer. If you’re not able to agree to this contract as it stands, please speak with our staff and we can help you clarify the clauses in question, so you do feel comfortable moving forward. 

1. Is there a detailed list of what is included in Project IP and what is not?
   
1. Broadly speaking, Project IP is intellectual property such as trademarks, copyright in written reports or patents for inventions that our Doers may create for you whilst they are performing the assignment.  However, if what they create is just an improvement, enhancement or modification of intellectual property that already existed before your assignment or which our Doers created on other, unrelated assignment, the creation will be owned by whoever owned the existing or unrelated intellectual property.  To take an example, suppose that you ask our Doer to add some unique fillable fields to a report template that you had already created in your business.  Because those fillable fields are improving your existing report template, you will own them.  However, the “know-how” which the Doer used to create those fillable fields still belongs to us or our associated companies, because that knowledge already existed and was not developed on your assignment.

1. What protects the doers from exploitation—ensuring Ph (labour) regulations are being met?
   
1. Our Doers are covered by the Department of Labor and Employment in the Philippines which protects employees working in private entities.

1. As a US Founder can I claim my Outsourced Doers expense on Tax? 
   
1. As we are an Australian company we are not able to provide a 1099 or W9 form to our US Founders. We pay Australian tax and recommend that you consult your accountant to discuss your unique business and if you can claim the expense on your tax return. 
2. For Founders in the Healthcare Industry that are hesitant to sign due to HIPAA
   
2. We understand the importance of maintaining compliance with relevant regulations, especially when dealing with sensitive information.
   
   We would like to clarify a few points regarding HIPAA compliance and how it pertains to our services. As an Australian-based outsourcing company, our operations are not inherently subject to HIPAA regulations. HIPAA (Health Insurance Portability and Accountability Act) applies specifically to covered entities and their business associates within the United States who handle Protected Health Information (PHI).
   
   It is essential for you, as the Founder, to determine whether your organization qualifies as a covered entity under HIPAA. Covered entities typically include healthcare providers, health plans, and healthcare clearinghouses that handle PHI.
   
   Additionally, you need to assess whether your Doer will have access to PHI as part of their assigned tasks. PHI includes any information about health status, provision of healthcare, or payment for healthcare that can be linked to an individual, such as SSNs, medical records, and other personal identifiers.
   
   Based on the Doer's scope of work, Doers are capable of handling a variety of tasks that do not involve accessing sensitive patient information protected under HIPAA.
   
   While we cannot directly ensure HIPAA compliance due to our operational jurisdiction, you can manage the scope of work to ensure that your Doer does not handle PHI. This approach allows us to continue providing valuable services without breaching HIPAA regulations.