(1) GWS reserves the right to decline to process any client’s applications or instructions without giving any reasons.
(2) An application/order form does not constitute a contract, unless accepted by us.
(3) Unless GWS documentation and compliance procedures are met in full, we reserve the right to terminate our services without further notice, in which case no prepaid fees shall be refundable.
(4) All fees are payable at the time of instruction.
(5) Fees are as initially stated in writing unless otherwise agreed by GWS in writing.
(6) Annual fees, Government taxes and any disbursements will be billed up to 90 days prior to the due date. If the client does not notify us in writing within ten days that he or she or it no longer requires the services, he/she/it shall be deemed to have accepted liability for payment of the full amount due. Late payment of annual fees or Government taxes will incur penalties and administration charges.
(7) Any discounts offered to clients apply only to GWS fees and not to Government taxes, duties or disbursements.
(8) In order to maintain targeted profit margins, GWS reserves the right to increase fees without prior notice to the client. Any change/s to fees authorized by the board or management team of GWS will be advised to the client within 7 days of such change/s being made.
(9) Any fees paid to GWS are non-refundable.
(10) Any services provided by GWS are on an annual basis (legal year).
(11) A termination fee of 1,500 Euro per entity shall be payable by the client to GWS upon the client notifying GWS that management of the client’s entity or entities is to be transferred to another corporate services provider. The said termination fee will be charged in addition to any disbursements or other fees due and payable at the time of termination.
(12) Disbursements and out of pocket expenses will be charged in addition to GWS’ published fees.
(13) The client’s account will be credited with the actual amount received, e.g. net of bank or merchant provider costs which the client is required to meet.
(14) We reserve the right to charge additional fees for work not included in our published fee schedule, or for work of an unusual or exacting nature. The client will be notified in writing of GWS’ intention to charge such additional fees.
(15) All fees are exclusive of value added tax, goods and services tax or other point of sales taxes, and will be subject to such taxes at the prevailing rate as required by current legislation.
(16) Save for the willful default and/or negligence of GWS, its directors, employees, agents or representatives, the client shall indemnify the said GWS, its directors, employees, agents or representatives at all times against:
a. any cause of action arising from the provision of the company, administration and management services.
b. any cause or action arising whatsoever which relates to the provision of any services and which relate to instructions carried out upon the specific instructions of the client or otherwise.
c. any matters or acts which have been performed, or omitted to be performed, by the client or their agents on behalf of the company.
(17) Where GWS or its partners are supplying or arranging a Registered Office, no reference shall be made to the Registered Office address in any publication or by way of public announcement, without the prior written consent of GWS. The facility is made available by GWS on the basis of a license and is revocable and, upon the request of GWS, the client can immediately transfer the Registered Office to an address of their choice.
(18) From time to time, it may be necessary for GWS to move its offices, Registered Offices or resident agents to another location. GWS undertakes to give the client as much advance notification as possible of any such move, but will not accept responsibility for any costs incurred by the client as a result thereof.
(19) The client hereby agrees to keep GWS informed of any change in their correspondence address and principal contact details.
(20) All instructions or requests for action shall be transmitted to GWS in writing; however, GWS may, at its discretion, agree to action any such instruction or request given other than in writing, only on the express understanding that GWS shall not be liable in respect of any misunderstanding or error occasioned in processing such action or request acted upon in good faith.
(21) All communications in relation to the administration, management or provision of any services for the company, including sending of annual renewal/Government tax notices, shall be deemed to have been properly communicated to the client if emailed to the last current email address as provided by the client. It shall not be necessary for GWS to provide proof of receipt thereof by the client.
(22) GWS accepts no responsibility for loss or damage arising from the use of facsimile, email or other electronic instructions. The client acknowledges that such methods of communication are not secure.
(23) GWS shall not be liable for any failure to comply, wholly or in part, with any instructions and shall not be liable for non-receipt of instructions. The client shall have no claim whatsoever against GWS, in respect of anything done or omitted to be done or in respect of any exercise or discretion.
(24) GWS does not accept responsibility, legal or otherwise, for any loss, liability or costs incurred by clients, in connection with formation or acquisition of any company, trust, foundation, limited partnership or other legal entity, by them or their company or entity.
(25) Use of a corporate name in any manner whatsoever by a client, prior to complete transfer or incorporation and receipt of company documentation, is regarded as unauthorized and may be construed as illegal. All advice given and publications produced by GWS are based on our interpretation of current legislation and is/are given in good faith and does not purport to be legal, accountancy, or tax advice; however, no liability can be accepted by GWS for advice given, and clients are advised to seek independent professional advice from their tax, accounting, financial, investment and legal advisors, prior to placing an order with GWS and prior or committing the client’s company. trust or foundation to contractual relations. The client declares that he has not received any legal or tax consultancy, aid for the purpose of tax evasion, money laundering or other illegal activities, from GWS or any of its employees.
(26) Whilst GWS will endeavor to advise clients with regard to the use of a name or similarity to any other company name, GWS will not be held liable for any actions arising against the client in respect of such similarity, passing off or infringement of any trademarks.
(27) The client agrees to provide GWS with whatever information it reasonably requires, with regard to the company’s beneficial owner(s) or the activities or dealings of the company or other legal entity.
(28) If GWS is not satisfied that the company or client is conducting their affairs within the law and current legislation, GWS reserves the right to terminate such administration, management or any other services being provided at the time of the said termination. Notice of the aforementioned termination shall be made in writing to the client and no refund of fees shall be made.
(29) GWS reserves the right to examine or open any client mail at its own discretion.
(30) The client declares to have taken note of the fee schedule and fully accepts it. This applies in particular to the annual costs of company maintenance.
(31) The client declares that his financial means necessary for company incorporation, as well as all future means and income of the company, do not originate from illegal sources and actions, as well as, without being limited to or exclusively, fraud, money laundering, terrorism, tax fraud and/or tax evasion and all associated predicate form of offences, and will not use the company for such purposes. Furthermore, the client declares that he will administrate the company exclusively in consideration and within the legal provisions of the incorporation country and will refrain from any activities that require separate legal permission or licensing. Profit and income from an offshore company may be subject to domestic, corporate and individual tax in the country where its permanent establishment and management is based.
(32) GWS itself does not undertake any activities requiring a license. Services offered which do require a license or other authorization in the respective jurisdictions will be provided at the respective offices exclusively by professionals licensed or otherwise permitted to provide the said services. For example, such services include those provided in accordance with the trustee, legal advice, tax advice and auditor acts.
(33) This agreement and all rights and obligations arising therefrom may be assigned by GWS to anyone at any time without first obtaining the client’s consent as a prerequisite thereto.
(34) In the case of dispute, it is agreed that any redress should be sought through the courts of Belize.
The Management, January, 2014
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