These Terms & Conditions (the "Agreement") describe the standard terms under which Otoco Base WY LLC – Seven – Series 166 ("Consultant") provides consulting services to the client ("Client"). By engaging Consultant, Client agrees to these terms.
Consultant: Otoco Base WY LLC – Seven – Series 166
Address: 30 N GOULD ST, STE R, SHERIDAN, WY 82801, USA
Email: [email protected]
Client: [Client Name & Address] — to be completed in the Service Order.
Consultant will provide the services described in the applicable service order (the "Services"). Services may include startup setup & licensing support, operational consulting & training, and menu engineering & profit optimisation.
Fees will be set out in the Service Order. Unless otherwise agreed, Consultant invoices are due within 14 days of invoice date. Late payments accrue interest at 1.5% per month or the maximum permitted by law.
The Agreement begins on the Effective Date in the Service Order and continues until completion of the Services unless earlier terminated. Either party may terminate for material breach if the other party fails to cure within 14 days of written notice.
Client will provide access to information, personnel, and facilities as reasonably requested. Delays caused by Client may shift timelines and result in additional fees.
Each party will keep confidential the other's non-public information. Confidential information does not include information that is publicly known or independently developed.
Consultant retains all intellectual property rights in any methodologies, templates, tools, and materials provided, subject to a limited license to Client for its internal business use.
Consultant will perform Services with reasonable skill and care. Except as expressly stated, Consultant makes no other warranties. Consultant is not responsible for Client's compliance with local laws and regulations; Client is responsible for seeking local legal advice where required.
Except where prohibited by law, Consultant's total liability for any claim arising out of the Services is limited to the total fees paid to Consultant under the applicable Service Order in the 12 months preceding the claim. Consultant is not liable for indirect, consequential or lost profit damages.
The parties agree Consultant is an independent contractor. Nothing in this Agreement creates an employment relationship, partnership, or agency.
This Agreement is governed by the laws of the State of Wyoming, USA. Parties will attempt to resolve disputes by negotiation; if unresolved, disputes will be submitted to the courts of Sheridan County, Wyoming.
Travel and out-of-pocket expenses incurred for on-site services will be reimbursed by Client upon presentation of receipts, or invoiced at agreed rates.
Cancellation of scheduled services must be provided at least 7 days prior to scheduled start to avoid a cancellation fee. Shorter notice may result in up to 50% of the scheduled fee as a cancellation charge.
This Agreement, together with the Service Order, constitutes the entire agreement between the parties and supersedes prior understandings.
By signing the Service Order, the Client acknowledges acceptance of these Terms & Conditions.