General Terms & Conditions
CONSULTING SERVICES AGREEMENT
This Consulting Services Agreement (hereinafter referred to as AGREEMENT”) is a legal AGREEMENT between you, and any parties you may be acting for (hereinafter also known as “the CLIENT”), and Pace Global Advantage Corp (hereinafter referred to as “PGA”), a Corporation in the Province of Ontario, Canada,
This AGREEMENT describes the terms and conditions by which PGA will supply the research described below and performed, to the client, and any parties the client wishes to distribute the research performed to.
PGA is an independent contractor, and nothing contained in or performed under this AGREEMENT shall be construed as constituting PGA as the joint venture, partner or agent of the CLIENT. PGA shall have no authority to act as the agent of the CLIENT, as part of this contractual obligation and shall not hold itself out as such.
1.1 You contract PGA to research, and identify business and immigration opportunities in Canada and abroad for certain activities including but not limited to; potential future development, investment, and/or purchase of business or land, migration, and naturalization. This AGREEMENT is solely for request and supply of information for the purposes noted above, and does NOT cover any subsequent business dealings between the CLIENT and PGA, its authorized executives, employees, agents, affiliates, and hired consultants. You understand that any subsequent dealings will be done under a new and separate agreement completely unrelated to this AGREEMENT.
2.1 By accepting this agreement, you confirm that you have carefully read the following terms and conditions of this agreement.
2.2 By supplying the required financial and personal information, as well as manually clicking “I Agree…” below, typing your name, and submitting this form electronically, as well as paying the required fee, which is outlined in the information package description, you hereby agree and assent to this agreement in its entirety.
3. INFORMATION AND PRIVACY
3.1 The CLIENT understands that certain information must be supplied to PGA during the application process and thereafter, in order to properly compile the information package and tailor it to your needs. It is understood that the package supplied to the CLIENT will contain advice compiled and customized based on research using the information supplied. Any similarity of information contained in the package supplied to you and a package supplied to another client is purely coincidental and unintentional.
3.2 You agree that PGA retains rights to retain the voluntarily supplied information electronically on our company servers or in hard copy form, and permits PGA to utilize that information to conduct market research, and formulate statistics to be used within the organization.
3.3 You understand that PGA. will not enter into any agreement or release any information supplied by you, regarding your personal or business interests, finances, or proprietary manufacturing processes to anyone other than PGA’s authorized executives, employees, agents, affiliates, and hired consultants, except as indicated in this agreement, without your prior approval and written consent. Further, it is agreed that any information supplied by you, and transmitted outside the above mentioned parties, will NOT include any personally identifiable information, including but not limited to name, address, assets, and financial standing.
3.4 The CLIENT indemnifies PGA for any losses suffered a result of the CLIENT distributing the contents of the completed personalized package to any other person, or entity, whether intentionally or by accident.
4. INTELLECTUAL PROPERTY RETENTION
4.1 It is understood that PGA, will retain all rights and ownership of the design, copyright, style and format of the package, as its intellectual property. The CLIENT shall be deemed as the owner solely of the personal information offered within the package once it is delivered.
5. 1 If any provision of this AGREEMENT is held to be void, invalid or unenforceable, it will not affect the validity of the balance of this AGREEMENT, which shall remain valid and enforceable according to its terms and conditions.
6. DUE DILLIGENCE
6.1 You agree to allow PGA, its authorized executives, employees, agents, affiliates, and hired consultants, to utilize the information you voluntarily supplied and perform due diligence on your financial position, and personal status with reference to citizenship. This may include local, national and international criminal record searches, asset verification, and credit profile checks.
6.2 You authorize PGA, its authorized executives, employees, agents, affiliates, and hired consultants, to inquire on my credit worthiness with any personal information agent, which may include payment frequency, and account standing.
7.1 Any consultants hired by PGA are independent contractors, and nothing contained in or performed under this Agreement shall be construed as constituting the Consultant as part of a joint venture, partner or agent of the CLIENTS.
8.1 The termination or expiration of this Agreement will not affect the survival and enforceability of any provision of this Agreement which is expressly or impliedly intended to remain in force after such termination or expiration.
9.1 This Agreement may not be assigned by either party without the prior written consent of the other party.
10. FORCE MAJEURE
10.1 In the event that PGA, , its authorized executives, employees, agents, affiliates, and hired consultants, should be delayed in the performance of its obligations under this Agreement because of fire, flood or other natural disaster, strike, delays caused by common carriers, lawful acts of public authorities, or any other circumstances beyond its control, then the date for completion of such obligation shall be extended accordingly, and PGA shall not be responsible for any loss or damage caused by any such delay. PGA shall be prompt in restoring normal conditions, re-establishing schedules, and resuming operations as soon as the interruptions have ceased.
11. STANDARD OF CARE
11.1 In carrying out its obligations under this Agreement, PGA shall act in good faith, in a careful and competent manner, in accordance with good business practices and the laws of Ontario; and shall exercise the care, skill and diligence that a reasonably prudent consultant would exercise in comparable circumstances.
12. CORRECTION OF DEFICIENCIES
12.1 If PGA fails to meet the standard of care described in the previous paragraph and receives, during the performance of the Services or within sixty days after the termination of this Agreement, written notice of any deficiency or negligence in the performance of the Services, PGA shall if such Services are in the circumstances reasonably capable of being re-performed, re-perform the Services negligently performed or provide such corrective Services as may be necessary to remedy such deficiencies, subject to the limitations set out below.
12.2 For the purposes of this agreement, it will be assumed that there were no deficiencies with the package, or service herein, thirty (30) days after the CLIENT has received the information package, and thereafter waives any right to any correction of deficiencies.
13. LIMITATION OF LIABILITY
13.1 The content of the package is only intended to be informative. It is not intended to be used in place of professional legal advice. The CLIENT understands that investments and immigration issues carry inherent risks, and as such PGA accepts no responsibility for any harm that may occur resulting from any decisions made by the CLIENT with respect to finances or naturalization.
13.2 PGA’s total liability under this Agreement in respect of Services which do not meet the Standard of Care described above shall, if such work is in the circumstances reasonably capable of being re-performed, be limited to re-performance of the said Services up to a maximum value of the payment made to PGA under this Agreement for the Services, and PGA shall not be responsible for any other losses, costs, damages, expenses or liabilities arising in respect of such Services whether direct, indirect or consequential. If such Services are not in the circumstances reasonably capable of being re-performed, PGA’s total liability under this Agreement shall be limited to the amount paid by the Customer to PGA in respect of the said Services. PGA shall not be responsible for any other losses, costs, damages, expenses or liabilities arising in respect of such negligently performed work whether direct, indirect or consequential. IN NO EVENT, WHETHER BASED ON CONTRACT, INDEMNITY, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL PGA BE LIABLE TO THE CUSTOMER FOR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES WHATSOEVER INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS OR REVENUE.
14.1 If any dispute shall occur between the Parties relating to the interpretation or implementation of any of the provisions of this Agreement, other than the payment of invoices delivered by PGA which may be enforced by PGA in any court of competent jurisdiction, the dispute shall be resolved by arbitration conducted in accordance with the Arbitrations Act, 1991 (Ontario). The arbitration shall be conducted by a single arbitrator, who shall be appointed by agreement between the Parties. If the Parties are unable to agree upon a single arbitrator within ten (10) days, the arbitrator shall be appointed by a judge of the Ontario Superior Court of Justice upon the application of either Party. The arbitration shall be held in the City of Toronto. The procedure to be followed shall be agreed upon by the Parties or, if they are unable to agree, by decision of the arbitrator. The arbitrator shall have the power to proceed with the arbitration and to deliver his or her decision notwithstanding any default by either Party in respect of any procedural order made by the arbitrator. The decision of the arbitrator shall be final, binding, and not subject to appeal.
15.1 Any notice required or permitted to be given to either party under this Agreement shall be sufficiently given if by personal service or by sending it by prepaid registered mail, courier service, facsimile transmission or email to that party’s address for service as set out in the AGREEMENT. Any notice sent by registered mail according to the provisions of this section shall be deemed to have been received on the fifth Business Day following the date of mailing, but no day during which there shall be a strike or other occurrence which shall interfere with normal mail services shall be considered a Business Day. Any notice sent by courier service shall be deemed to be delivered one day after deposit for delivery with a reliable independent overnight delivery service which shall retain a written record of such delivery. Any notice sent by facsimile transmission or email shall be deemed to have been received on the next day following the date of transmission.