Terms Of Service Agreement Virtual Office Services

This terms of service agreement for virtual office services ("this agreement") is entered into by and between us, Offshore Company Corp, and you, and is made effective as of the date of electronic acceptance. This agreement sets forth the terms and conditions of your use of our virtual office services (the "services").

Your electronic acceptance of this agreement signifies that you have read, understood, acknowledged and agreed to be bound by this agreement, along with:

(i) our universal terms of service agreement; and

(ii) any plan limits, product disclaimers or other restrictions presented to you on the virtual office services landing page of our website ("this site").

Both (i) and (ii) above are incorporated herein by reference.

1. PRODUCT DEFINITIONS

1.1 The "basic virtual office" package allows you to have a local presence at a prestigious address in developed countries and to receive mail there (with the mention "c/o"). We will inform you of any mail you receive (cost-free for you to pick up in person).

1.2 The "standard virtual office" package allows you to have a local presence at a prestigious address in developed countries and to receive mail there (with the mention "c/o"). It also includes a private local phone number and call-handling.

1.3 The "virtual office premium" package allows you to have a local presence at a prestigious address in developed countries (without the mention "c/o") and to receive mail at a designated centre.

1.4 The "full virtual office" package allows you to have a local presence at a prestigious address in developed countries (without the mention "c/o") and to receive mail there. The full virtual office also includes professional appearance with a company sign on the post box, its own private local phone number and call-handling.

Call-handling – Entitles you to a local telephone number, determined by us, in a designated centre, a personalised call-answering service during normal business hours, and access to an out-of-hours and weekend voicemail service.

2. THIS AGREEMENT

2.1 Comply with house rules – You must comply with any house rules which we impose generally on users of the designated centre. Such rules are developed and/or imposed to protect your use of the designated centre for work. The house rules vary from country to country and from centre to centre, and can be requested locally.

2.2 Duration – This agreement lasts from the date it is made effective and then will be extended automatically for successive periods equal to the current term, but not less than 3 months (unless legal renewal-term limits apply), until it is brought to an end by you or us. All periods shall run to the last day of the month in which they would otherwise expire. The fees on any renewal will be at the then prevailing market rate.

2.3 Bringing this agreement to an end – Either you or we can terminate this agreement at the end date stated in it, or at the end of any extension or renewal period, by giving at least three months’ written notice to the other. However, if this agreement, extension or renewal is for three months or less, and you or we wish to terminate it, the notice period is two months or, if the extension or renewal is two months or shorter, one week less than the period stated in this agreement.

2.4 Ending this agreement immediately – To the maximum extent permitted by applicable law, we may put an end to this agreement immediately by giving you notice, and without needing to follow any additional procedure, if:

(a) you become insolvent or bankrupt, go into liquidation, or become unable to pay your debts as they fall due;

(b) you are in breach of one of your obligations, which cannot be put right; or

(c) your conduct, or that of someone at the designated centre with your permission or invitation, is incompatible with ordinary office use, which shall be determined at our sole discretion.

If we put an end to this agreement for any of these reasons, we do not put an end to any outstanding obligations, including the payment of fees for any additional services used as well as the monthly fee for the remainder of the period for which this agreement would have lasted if we had not ended it.

2.5 If the designated centre is no longer available – In the event that we are no longer able to provide the services at the designated centre stated in this agreement then this agreement will end and you will only have to pay monthly fees up to the date it ends and for the additional services you have used. We will try to find a suitable alternative centre for you.

2.6 Client representation of our employees – Throughout the duration of this agreement, you agree that neither you nor any of your partners, members, officers or employees will represent, or otherwise provide legal counsel to, any of our current or former employees in any dispute with, or legal proceedings against, us or any of our affiliates, members, officers or employees.

2.7 Notices – All formal notices must be in writing to the address first written on the front page of this agreement. It is your responsibility to keep your recorded address up to date with the designated centre at all times.

2.8 Confidentiality – The terms of this agreement are confidential. Neither we nor you may disclose them without the other's consent, unless required to do so by law or an official authority. This obligation continues after this agreement ends.

2.9 Enforcing this agreement – You must pay any reasonable and proper costs, including legal fees, that we incur in enforcing this agreement.

3. USE

3.1 You must not carry on a business that competes with our business of providing serviced office accommodation, virtual offices or our ancillary services.

3.2 Your name and address – You may only carry on your business in your name or some other name that we have previously agreed to.

3.3 Use of the designated centre’s address – You may use the designated centre address as your business address. You are not permitted to use the address of the designated centre as your registered office address, unless this is permitted by law, by us and (if relevant) by local compliance rules. Any other uses are prohibited without our prior written consent.

4. FEES

4.1 Taxes and duty charges – You agree to pay promptly:

(i) all sales, use, excise and any other taxes and licence fees which you are required to pay to any governmental authority (and, at our request, provide us with evidence of such payment); and

(ii) any taxes paid by us to any governmental authority and that are attributable to the accommodation (where applicable), including, without limitation, any gross receipts, rent and occupancy taxes, tangible personal-property taxes, stamp tax or other documentary taxes and fees.

4.2 Service retainer/deposit – You will be required to pay a service retainer/deposit equivalent to two months’ monthly fee (plus VAT/tax where applicable) upon entering into this agreement, unless a greater amount is specified on the front of this agreement. This service retainer/deposit will be held by us, without generating interest, as security for performance of all your obligations under this agreement. The service retainer/deposit, or any balance after deducting outstanding fees and other costs due to us, will be returned to you after you have settled your account with us and funds have cleared. We may require you to pay an increased service retainer/deposit if outstanding fees exceed the service retainer/deposit held and/or you frequently fail to pay our fees when due.

4.3 Registration fee – You will be charged a one-time registration fee. This fee is listed in the house rules for the designated centre.

4.4 Late payment – If you do not pay fees when due, an extra fee will be charged on all overdue balances. This extra fee will differ by country and is listed in the house rules for the designated centre. If you dispute any part of an invoice, you must pay the amount that is not in dispute, by the due date, or be subject to late fees. We also reserve the right to withhold services (including, for the avoidance of doubt, denying you access to your accommodation, where applicable) while there are any outstanding fees and/or interest, or you are in breach of this agreement.

4.5 Insufficient funds – You will pay an extra fee for any returned cheque or other payments declined due to insufficient funds. This fee will differ by country and is listed in the house rules for the designated centre.

4.6 We will increase the monthly virtual-office fee each and every anniversary of the start date of this agreement by a percentage amount equal to the increase in the RPI All Items, or such other broadly equivalent index which we substitute, provided that if the foregoing increase is not permitted by applicable law, then the monthly virtual-office fee shall be increased as specified in the designated centre’s house rules. This will only apply to agreements that have an original start and end date constituting more than a 12-month term. Renewals will be renewed as per clause 2.2 above and only those renewals with a start and end date constituting a term of over 12 months will have the same increase applied.

4.7 Standard services – The monthly fee and any recurring services requested by you are payable monthly in advance. Unless otherwise agreed in writing, these recurring services will be provided by us at the specified rates for the duration of this agreement (including any renewal). Specific due dates will differ by country and are listed in the designated centre’s house rules. Where a daily rate applies, the charge for any such month will be 30 times the daily fee. For a period of less than a month, the fee will be applied on a daily basis.

4.8 Pay-as-you-use and additional variable services – Fees for pay-as-you-use services, plus applicable taxes, in accordance with our published rates (which may change from time to time), are invoiced in arrears and payable the month following the calendar month in which the additional services were provided. Specific due dates will differ by country and are listed in the designated centre’s house rules.

4.9 Discounts, promotions and offers – If you benefited from a special discount, promotion or offer, we may discontinue that discount, promotion or offer without notice if you breach these terms and conditions or do not meet the conditions of that discount, promotion or offer on two or more occasions.

5. CONTACT US

If you have any questions, please contact us by email or regular mail at the following address:

Hong Kong (head office)