$90/Hour. Phones Only.
Zero Lock-In.

1. Engagement

These Terms of Business ("Terms") are between Pointer Pty Limited, ACN 641653312 ("Pointer", "we", "us", "our") and yourself ("you", "your", "the Client"), when you engage our outsourced outbound and business development representative ("BDR") services.

You will be regarded as having agreed to these Terms if you:

1. sign these Terms or an associated Engagement Letter; or
2. give us written or verbal instructions to commence outbound services; or
3. accept delivery of any services described in these Terms.

These Terms must be read in conjunction with any Engagement Letter provided by us that outlines the specific details of your engagement, including campaign scope, target market, hours, team members assigned, and any other particulars ("Engagement Letter"). Where there is a conflict between these Terms and an Engagement Letter, the Engagement Letter prevails.

2. Services

2.1 Scope of Services

Pointer provides outsourced outbound sales development services ("Services"), which may include:

1. Outbound calling to your specified target audience (Ideal Customer Profile);
2. Omni-channel outbound campaigns using phone, email, and LinkedIn;
3. Campaign onboarding, messaging development, and target list preparation;
4. Ongoing account management and weekly strategy sessions;
5. Call recording, conversation logging, and CRM data entry;
6. Weekly performance reporting including dials, connect rates, conversations, meetings booked, objection analysis, and messaging performance;
7. Honest assessment of outbound viability for your market.

The specific Services to be delivered will be confirmed in the Engagement Letter.

2.2 Service Delivery

(a) Services will be delivered by experienced BDR professionals assigned by Pointer. We reserve the right to substitute team members as reasonably required, provided the replacement has equivalent experience and capability.

(b) The minimum engagement is sixteen (16) hours per week of active calling time. Actual hours may be adjusted by mutual written agreement.

(c) Pointer will manage the day-to-day activities of the assigned team members. You are not required to provide management oversight of the outbound team, though collaboration on messaging, ICP refinement, and strategy is expected.

2.3 Your Obligations

To enable effective delivery of the Services, you agree to:

1. Provide timely access to your CRM, telephony systems, and any other tools required for campaign execution;
2. Provide or approve target lists, messaging, and Ideal Customer Profile documentation;
3. Attend weekly strategy sessions and provide timely feedback on campaign performance;
4. Notify Pointer promptly of any changes to your product, pricing, target market, or competitive landscape that may affect campaign execution.

3. Fees and Payment

3.1 Service Fee

(a) The fee for the Services is $90 per hour (excluding GST) for active calling hours ("Service Fee"), unless otherwise specified in the Engagement Letter.

(b) Active calling hours means time spent by our team on outbound calls to your target audience. Time spent on campaign onboarding, account management, weekly strategy sessions, and reporting is included at no additional charge.

(c) There is no minimum spend requirement.

3.2 Invoicing and Payment

(a) Invoices will be issued fortnightly in arrears based on actual calling hours delivered during the billing period.

(b) Payment is due within fourteen (14) days of the invoice date.

(c) If payment is not received within fourteen (14) days of the due date, we reserve the right to suspend the Services until all outstanding amounts are paid in full. Pointer may also charge interest on overdue amounts at a rate of 2% per month, calculated daily.

3.3 Goods & Services Tax

Unless otherwise noted, all fees quoted by us and payable under these Terms are exclusive of GST, which we will add to our invoice at the prevailing rate.

4. Term and Termination

4.1 Term

This agreement operates on a month-to-month basis from the date Services commence, unless otherwise specified in the Engagement Letter.

4.2 Termination by Either Party

Either party may terminate this agreement by providing fourteen (14) days' written notice to the other party. Written notice may be provided by email to the contact address specified in the Engagement Letter.

4.3 Termination for Cause

Either party may terminate this agreement immediately by written notice if the other party:

1. commits a material breach of these Terms and fails to remedy that breach within fourteen (14) days of receiving written notice of the breach; or
2. becomes insolvent, enters into administration, receivership, or liquidation, or is unable to pay its debts as they fall due.

4.4 Effect of Termination

(a) Upon termination, you must pay all fees for Services delivered up to and including the effective date of termination.

(b) Pointer will provide a final report summarising campaign performance, key findings, and recommendations within seven (7) days of the termination date.

(c) Clauses 5 (Intellectual Property & Data), 6 (Confidentiality), and 7 (Liability) survive termination of this agreement.

5. Intellectual Property & Data

5.1 Your Data

(a) All data, contact lists, CRM records, call notes, and campaign data generated during the engagement ("Campaign Data") belong to you.

(b) Upon termination, all Campaign Data held by Pointer will be returned to you or made available via your CRM. Pointer will not retain copies of Campaign Data beyond what is reasonably necessary for invoicing and record-keeping purposes.

5.2 Pointer IP

(a) Pointer retains ownership of all proprietary methodologies, frameworks, training materials, playbooks, and processes used in the delivery of Services ("Pointer IP").

(b) Nothing in these Terms grants you any right, title, or interest in Pointer IP.

5.3 Aggregated Data

Pointer may use anonymised, aggregated data derived from the Services (which does not identify you, your clients, or any individual) for the purpose of improving our services, benchmarking, and internal analysis.

6. Confidentiality

(a) Each party ("Receiving Party") agrees to keep confidential all information disclosed by the other party ("Disclosing Party") that is designated as confidential or that a reasonable person would consider confidential given the nature of the information and the circumstances of disclosure ("Confidential Information").

(b) Confidential Information includes, without limitation, client lists, business strategies, pricing, product roadmaps, technical information, campaign performance data, and the terms of this agreement.

(c) The Receiving Party may disclose Confidential Information only to its employees, contractors, and advisors who need to know it for the purposes of this agreement, and who are bound by obligations of confidentiality no less protective than those in this clause.

(d) This obligation does not apply to information that:

1. is or becomes publicly available through no fault of the Receiving Party;
2. was known to the Receiving Party before disclosure;
3. is independently developed by the Receiving Party without use of the Confidential Information; or
4. is required to be disclosed by law, regulation, or court order, provided the Receiving Party gives prompt notice to the Disclosing Party.

(e) The obligations under this clause survive termination of this agreement for a period of two (2) years.

7. Liability

7.1 No Guarantee of Results

(a) Outbound sales development is inherently uncertain. While Pointer will use commercially reasonable efforts to deliver high-quality Services, we do not guarantee any specific number of meetings booked, pipeline generated, or revenue outcomes.

(b) Pointer provides honest, data-driven assessments of outbound viability. A finding that outbound is not effective for your market is a valid and valuable outcome of the engagement.

7.2 Limitation of Liability

(a) To the maximum extent permitted by law, Pointer's total aggregate liability to you under or in connection with these Terms (whether for breach of contract, negligence, under statute, or on any other basis) is limited to the total fees paid by you to Pointer in the three (3) months immediately preceding the event giving rise to the claim.

(b) Pointer is not liable for any indirect, consequential, special, or incidental loss or damage, including loss of profit, revenue, business, data, anticipated savings, or goodwill, regardless of whether such loss was foreseeable.

7.3 Indemnity

You agree to indemnify and hold harmless Pointer, its officers, employees, and contractors from and against any claims, losses, damages, or expenses arising from:

1. any breach by you of these Terms;
2. any inaccurate or misleading information provided by you in connection with the Services; or
3. any claim by a third party arising from the Services where such claim is caused by your acts or omissions.

8. Non-Solicitation

(a) During the term of this agreement and for a period of twelve (12) months following termination, you agree not to directly or indirectly solicit, recruit, or engage any Pointer employee or contractor who was assigned to your account, without the prior written consent of Pointer.

(b) If you wish to hire a Pointer team member who has been working on your account, Pointer's standard recruitment terms and fees will apply (see our Recruitment Terms of Service).

9. Privacy

(a) Each party agrees to comply with the Privacy Act 1988 (Cth) and all applicable privacy legislation in connection with the Services.

(b) Pointer will handle personal information collected during the Services in accordance with our Privacy Policy.

(c) You are responsible for ensuring that you have obtained all necessary consents and authorisations for Pointer to contact individuals on your behalf as part of the Services.

10. General

10.1 Relationship of Parties

Pointer is an independent contractor. Nothing in these Terms creates an employment, partnership, joint venture, or agency relationship between the parties. Pointer team members assigned to your account are employees or contractors of Pointer, not of you.

10.2 Variation

This agreement may only be amended or supplemented in writing, signed by both parties.

10.3 Severability

If any provision of these Terms is found to be invalid or unenforceable, that provision will be read down or severed to the extent necessary, without affecting the remaining provisions.

10.4 Entire Agreement

These Terms, together with any Engagement Letter, constitute the entire agreement between the parties in relation to the Services and supersede all prior discussions, representations, and agreements.

10.5 Governing Law

These Terms are governed by the laws of the State of Victoria, Australia. Each party irrevocably submits to the non-exclusive jurisdiction of the courts of the State of Victoria.