Terms of Service, Essencial & Premium Plans

Effective Date: August 19th, 2024

These Terms of Service (“Terms”) govern the services provided by GBS Group, Inc. (“we,” “us,” or “our”) for the Essential and Premium Company Incorporation plans for our Clients (“you”, “yours”).

  1. Acceptance of Terms. By purchasing and using the services offered by GBS Group, Inc, you agree to the following Terms of Service. These terms outline the conditions under which our “Essential” and “Premium” plans are provided. If you do not agree to these terms, please refrain from using our services.
  2. Description of Services. We offer two distinct service plans: the Essential Plan and the Premium Plan. Each plan provides a set of services designed to assist you with the registration and maintenance of your company.
    •  Essential Plan. The following services are included in the Essential plan:
      • State Registration of the Company: Assistance with the formation and state registration of your LLC, C Corporation, Non-profit, or other business entity with the Division of Corporations, Secretary of State or the equivalent entity that regulates business formations in said State.
      • EIN Request: Filing for and obtaining an Employer Identification Number (EIN) from the IRS.
      • Registered Agent Service: Providing a registered agent service for your company as required by state law, subject to the Registered Agent Service Agreement.
      • Initial BOI Report Presentation: Preparation and presentation of the initial Beneficial Ownership Information (BOI) report, subject to the BOI Report Presentation Terms.
      • Private Mailbox Service (Virtual Address): Offering a virtual address for your business correspondence, subject to the Private Mailbox Service Agreement (PMBSA). The Virtual Address service associated with the “Essential” or “Premium” Company Incorporation Plan is limited to 5 pieces of correspondence per month. Refer to our Pricing Sheet for more information.
      • Automatic Extension to File Tax Return: Automatic filing for an extension of time to file your business tax return.

3. Excluded Services

Please note that the following services are not included in either plan:

4. Plan Renewal and Active Status

5. Fees and Payment Terms

6. Limitation of Liability

GBS Group, Inc is not responsible for any damages, direct or indirect, resulting from the use of our services. Our liability is limited to the amount paid for the respective plan during the year of service.

7. Governing Law

These terms are governed by the laws of Florida, without regard to its conflict of law principles.

8. Modifications to Terms

We reserve the right to modify these terms at any time. Any changes will be effective immediately upon posting on our website.

 

REGISTERED AGENT SERVICES AGREEMENT

PLEASE READ THIS AGREEMENT CAREFULLY. BY SIGNING AN ORDER FORM REFERENCING THIS REGISTERED AGENT SERVICES AGREEMENT, CLICKING ON THE “I AGREE” BUTTON, OR USING SERVICES DESCRIBED HEREIN, YOU ARE ACCEPTING AND AGREEING TO BE LEGALLY BOUND BY THE TERMS AND CONDITIONS IN THIS REGISTERED SERVICES AGREEMENT

      THIS REGISTERED AGENT SERVICES AGREEMENT (this “Agreement”) effective as of the date of electronic signature by Customer (the “Effective Date”), is hereby made by and between EZCOMPLIANCE, LLC, a Florida limited liability company (“EZC”,  “Registered Agent”, “Us,” “We”,  “Our” as the context may require), and the subscriber identified on this Agreement (“Customer”, “You”, Your, Yours, as the context may require), each a “Party” and collectively the “Parties”.

     EZC, offers registered agent services (“Registered Agent Services”) for local and foreign corporations, limited liability companies, or any other business entity or enterprise organized or transacting business in the State of Florida. 

     Customer is a business entity or enterprise incorporated/organized or transacting business in the State of Florida, that wishes to engage EZC to provide Registered Agent Services.

     BY COMPLETING YOUR ONLINE ACCOUNT INFORMATION AND CLICKING THE “I AGREE” BUTTON, OR BY REQUESTING, USING OR BENEFITING FROM THE REGISTERED AGENT SERVICES FROM US YOU ARE AGREEING TO BE BOUND BY THIS PRIVATE AGREEMENT. PLEASE NOTE, THAT CONTINUED USE OF OUR REGISTERED AGENT SERVICES WILL ALSO BE DEEMED AS THE CUSTOMER’S ACCEPTANCE OF ITS TERMS AND CONDITIONS. 

     NOW, THEREFORE, in consideration of the premises set out above and other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows:

TERMS AND CONDITIONS 

  1. Services. During the Term of this Agreement as defined in Section 4 herein, Our Registered Agent Services are limited to the reception of Official Legal Documents on Your behalf for immediate forwarding to You, and do not include the receipt of any general or regular mail or other items.  For purposes of this Agreement “Official Legal Documents” shall mean service of process, subpoenas, court summons, and notices of litigation; any legal, and corporate compliance documents received on the mail, such as documents from government entities; corporate documents filed, information sent by the Secretary of State; and other official state/federal correspondence directed to You.
  2. Appointment and Consent to Serve as Registered Agent. 
    1. As of the Effective Date of this Agreement Customer appoints and designates EZC as Customer’s Registered Agent, upon whom process may be served in any suit or proceeding in the State of Florida, and also authorizes EZC to take any and all action, including the filing of any and all such documents and instruments, as may be necessary to continue such designation in full force and effect during the Term of this Agreement.
    2. Upon signature of this Agreement and payment of Our Registered Agent Services fee, You will receive a confirmation email by Us as proof of Our consent to serve in the capacity as Your Registered Agent in the State.
    3. If We are ever designated as the Registered Agent for Your business entity without Our consent, We are not required to perform the duties of a registered agent; nonetheless, such designation will be deemed as Your acceptance and full acknowledgement of the terms and conditions of this Registered Agent Services Agreement. Notwithstanding the foregoing, We may further file a rejection of the appointment with the Secretary of State.
    4. You are hereby notified that failure to appoint or maintain a registered agent and registered office in the State may result in penalties and/or the involuntary termination of a domestic filing entity or the revocation of a foreign filing entity’s registration to transact business in the State.
  3. Consent to receive Service of Process and Official Legal Documents. By accepting this Agreement, You authorize Us to (i) file Our business name “EZCOMPLIANCE, LLC” and the specifics of Our Registered Agent physical address in connection with Your business entity with the Secretary of State; (ii) receive service of process and receive Official Legal Documents on Your behalf; and (iii) open, scan and forward to You by electronic mail any and all of the Official Legal Documents so received.  If a bounced back email is received, the original documents will remain in Our custody only for 30 days only. After such term the original documents will be destroyed. You also acknowledge that We do not have a legal duty to obtain a signature upon delivery of service of process.
  4. Term. The term (the “Term”) of this Agreement shall be continuous from the Effective Date until terminated in writing, unless otherwise specified in section 12 herein. 
  5. Fees.
    1. Our Registered Agent Services fees are set forth at the beginning of the  services. The basic subscription fee will be billed by Us on a yearly basis.
    2. Unless You choose to opt out of the autopay system, payments will be done automatically through Our autopay system. Customers who opt-out, will be invoiced in advanced for payment, any costs and/or associated fees for misuse of Our Registered Agent Services.
    3. If the Annual Fee it is not paid by You within 30 days after the renewal date, You authorize Us to resign as your  Registered Agent according to the terms and conditions stated in this Agreement.  
  6. Specifics Regarding Autopay:
    1. All auto-payments will be charged to the credit or debit card on file for Your business entity. 
    2. All account holders using the autopay system must provide Us with valid and current credit card information.
    3. You hereby authorize Us to automatically debit Your bank account or credit card for fees which are due and payable.
    4. All auto-payment services must be canceled at least 30 days before the next charge date to avoid paying for the next period of service.
    5. Auto-pay charges that fail to process successfully on the 1st day of the corresponding period, will be automatically attempted multiple times. After the second attempt, Our Registered Agent fee will be rendered as an unpaid invoice in Your account and subject to a of $25.00 late fee.
    6. Failure to successfully process the auto-payment by the 15th of the month will result in default status on Your account and the cancellation of all applicable services and features. 
  7. Delivery Method. By Your signing this Agreement You consent to electronic delivery of Your Official Legal Documents and represent that all of the information provided by You at the moment the service was hired is correct and up to date. We are not responsible for any errors, typos, or misspelling of the email address as provided by You. If You need specific original documents, be mailed to You, please contact Us directly. For a fee, We may be able to accommodate a special service for You.
  8. Misuse of the Registered Address. 
      1. You shall not use the Registered Agent address We provide for any purpose other than as Your legal Registered Agent’s address on Your corporate filing with the Secretary of State and other official and governmental bodies. Providing the Registered Agent address to non-governmental third parties, using the address for businesses not listed with Us, or misrepresenting the Registered Agent address as Your corporate mailing address is expressly prohibited, and will result in additional fees and/or Termination of this Agreement.
      2. You may not use Our Registered Agent Services to receive or facilitate any advertising, marketing, newsprint, magazines, promotional materials, brochures, catalogs, coupons, flyers, “junk mail”, or commercial mail (“Junk Mail”). You explicitly authorize EZC to discard any mail addressed to Your business that would commonly be classified as Junk Mail.
  9. Electronic Signatures and Records. Customer agrees that this Agreement and any other documents to be delivered in connection herewith may be electronically signed, and that any electronic signatures appearing on this Agreement, or such other documents are the same as handwritten signatures for the purposes of validity, enforceability, and admissibility.
  10. Representations and Warranties. Each Party represents and warrants to the other Party that: 
    1. It is duly organized, validly existing, and in good standing as a corporation or other entity as represented herein under the laws and regulations of its jurisdiction of incorporation, organization, or chartering;
    2. It has the full right, power, and authority to enter into this Agreement, to grant any rights and licenses granted hereunder, and to perform its obligations hereunder; 
    3. The execution of this Agreement by its representative whose signature is set forth at the end hereof has been duly authorized by all necessary corporate action of the party; and
    4. When executed and delivered by such party, this Agreement will constitute the legal, valid, and binding obligation of such party, enforceable against such party in accordance with its terms.
  11. Termination 
    1. We may terminate this Agreement at any time, by giving 30 days written notice to Customer and submission of a statement of resignation with the Secretary of State. In the event that this Agreement is early terminated Customer remains liable for the full period fee during which the Registered Agent Services are being terminated, any past due balances, as well as any costs or expenses incurred by EZC that have not been billed as of the date of termination.
    2. Subject to payment of any outstanding fees under this Agreement, You may terminate Your Registered Agent Services provided You have removed Our Registered Agent information from Your State official corporate records. To terminate Your Registered Services, email Us at corprecords@gbsgroup.net specifying Your business name and Your termination request. If Our Registered Agent information is still in use, You will receive an email stating that Your attempt to close Your account failed due to active use. Once an account is closed it can only be reopened or activated by paying for a new period of service pursuant to Section 5 of this Agreement.
    3. You acknowledge and agree that there are no refunds of prepaid service periods that will not be used due to early closing of Your account.
  12. Release and Waiver of Claims. In exchange for the consideration provided to Customer by this Agreement and that Customer is not otherwise entitled to receive, Customer hereby generally and completely releases EZC, and its directors, officers, employees, and affiliates, from any and all claims, demands, liabilities, and obligations to forward or re-mail Customer any Official Legal Documents which are received after the Registered Agent Services have been terminated.
  13. Handling of Legal Documents after Termination. Customer specifically acknowledges and agrees that EZC has no obligation to forward or re-mail any Official Legal Documents to Customer after Termination of this Agreement. Nevertheless, We will receive service of process on behalf of Your business for a period of 30 days after Termination of Our Registered Agent Services. Once this 30-day transition period ends, We cannot legally accept service of process on behalf of Your business. If documents are thereafter served to EZC on behalf of Your business, We will refuse service of process. Documents received by mail will be returned to sender, and any documents left at Our location will be destroyed.
  14. Refunds. 
    1. You acknowledge that Our Registered Agent Services fees are fully earned on the date on which they are payable, and therefore are non-refundable (exclusive of double payments and other manifest errors), unless otherwise agreed to in writing between You and Us and/or is specific to the type of service We are providing or is required by law. We reserve the right to issue refunds or credits at Our sole discretion unless otherwise required by law. 
    2. We do not offer full or prorated refunds for canceled Registered Agent Services. The Registered Agent Services are purchased and renewed on a yearly basis and services must be terminated (account closed with Our Registered Agent information no longer in use), prior to the renewal date to avoid additional charges. If We issue a refund or credit, We are under no obligation to issue the same or similar refund in the future. 
  15. Electronic Communications. Although We are committed to remaining at the cutting edge of modern computer and communications technology so as to provide Our customers with optimum competitive advantage and technological efficiencies, We take commercially reasonable steps and educate Our employees with respect to their obligations to protect Customer’s personal information from loss, misuse, and unauthorized access, disclosure, alteration, or destruction. Please understand, that although We take precautions against possible breaches of Our security systems, no one can fully eliminate the risks of unauthorized access to any information and no website is completely secure. We cannot guarantee that unauthorized access, hacking, data loss or breaches of Our security systems will never occur. Accordingly, EZC shall not be liable to Customer, and Customer hereby assumes all risk and waives all claims against Us, irrespective of any damages suffered by Customer, whatsoever, in connection with Customer’s use of the internet, email (whether based upon contract, tort, negligence, warranty, product liability, strict liability, and/or otherwise and whether or not We have been notified of the possibility of such damage) resulting from, or arising out of  Our Registered Agent Services. 
  16. Indemnification.  Customer agrees to protect, defend, indemnify and hold harmless EZC, its affiliates, shareholders, successors, assigns, representatives, officers, directors, agents and employees, from and against any and all claims, liabilities, judgments, penalties, losses, costs, damages and expenses (including attorneys’ fees and all related costs at all trial and appellate levels, if any, whether or not litigation is instituted) suffered or incurred by EZC, including, without limitation (a) the failure of the USPS or any commercial courier service to deliver, or to deliver on time any Official Legal Documents (b) damage to or loss of any package, mail; and (c) any violation by Customer of applicable federal, state or local laws.  Customer further agrees to hold Us and Our affiliates harmless from any third-party claim arising out of a delay or failure of You to receive Legal Documents after Your Registered Agent Services has been terminated.
  17. Exclusion of Warranties. You hereby acknowledge that We have made no guarantees as to the outcome or result in connection with the services for which You have retained Us. You hereby acknowledge that We have made no representation or warranty, express or implied, with respect to: (i) the suitability of its services for the purposes or uses of Customer, or (ii) the merchantability or fitness for a particular purpose. 
  18. Force Majeure. Except for the payment and/or reimbursement of money, neither Party shall be liable hereunder for any failure or delay in the performance of its obligations under this Agreement, if such failure or delay is on account of causes beyond its control, including mail service interruptions, labor disputes, civil commotion, lock-outs, war, strikes, riots, fires, floods, inclement weather, earthquakes, hurricanes, or other acts of nature; governmental regulations or controls, lockdowns, pandemic, casualty, government authority, strikes, or acts of God, in which event the non-performing Party shall be excused from its obligations for the period of the delay and for a reasonable time thereafter. Each Party shall use reasonable efforts to notify the other Party of the occurrence of such an event within three (3) business days of its occurrence.
  19. DAMAGED MAIL. IN NO EVENT SHALL EZC (INCLUDING, EZC’S AFFILIATES, SUCCESSORS, ASSIGNS, SHAREHOLDERS, OFFICERS, DIRECTORS, REPRESENTATIVES, AGENTS AND EMPLOYEES) BE LIABLE FOR ANY DAMAGE CAUSED TO THE OFFICIAL LEGAL DOCUMENTS AND/OR PARCELS IN TRANSIT OR ANY DAMAGE, FORESEEN OR UNFORESEEN, SUFFERED BY CUSTOMER. 
  20. LIMITATION OF LIABILITY. EZC’S SOLE LIABILITY TO CUSTOMER HEREUNDER SHALL BE FOR CLAIMS ARISING OUT OF ERRORS OR OMISSIONS IN THE REGISTERED AGENT SERVICES CAUSED SOLELY BY EZC. IN NO EVENT SHALL EZC BE LIABLE TO CUSTOMER UNDER THIS AGREEMENT FOR ANY INCIDENTAL, CONSEQUENTIAL, INDIRECT, STATUTORY, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING, BUT NOT LIMITED TO, LOST PROFITS, LOSS OF USE, LOSS OF TIME, INCONVENIENCE, LOSS BUSINESS OPPORTUNITIES, DAMAGE TO GOODWILL OR REPUTATION, OR LOSS OF DATA, REGARDLESS OF WHETHER SUCH LIABILITY IS BASED ON BREACH OF CONTRACT, TORT, STRICT LIABILITY OR OTHERWISE, AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES COULD HAVE BEEN REASONABLY FORESEEN, EXCEPT TO THE EXTENT FINALLY DETERMINED TO HAVE RESULTED FROM THE WILLFUL MISCONDUCT OR FRAUDULENT BEHAVIOR OF EZC RELATING TO SUCH SERVICES.
  21. Limitation on Time to Initiate a Dispute. You agree that any claim, action or proceeding by You relating to any dispute shall commence within one (1) year after the alleged cause of action accrues.
  22. Governing Law. This Agreement shall be governed by the laws of the State of Florida without regard to the conflicts of law provisions thereof. All disputes with respect to this Agreement shall be brought and heard exclusively in the federal or state courts located in Broward County, Florida. The Parties consent to the in personam jurisdiction and venue of such courts. The Parties agree that service of process upon them in any such action may be made in accordance with the notice provisions below. By signing this letter, Customer agrees to solve any controversies regarding this Agreement by way of a bench trial and Customer IRREVOCABLY WAIVES ANY AND ALL RIGHT CLIENT MAY HAVE TO A TRIAL BY JURY IN ANY ACTION, PROCEEDING OR CLAIM OF ANY NATURE RELATING TO THIS AGREEMENT, ANY DOCUMENTS EXECUTED IN CONNECTION WITH THIS AGREEMENT OR ANY TRANSACTION CONTEMPLATED IN ANY OF SUCH DOCUMENTS.  
  23. Attorney’s Fees. Should any dispute or claim arise out or relates to Our fees, performance or the Services hereunder, the prevailing Party will be entitled to recover from the losing Party all costs and expenses it incurs in bringing, prosecuting and defending any litigation, including reasonable attorney ́s fees and costs.
  24. Incorporation By Reference. All terms, provisions and agreements set forth in the GBS Master Services Agreement with regards to the online services and use of this website (https://gbsgroup.net/master-service-agreement/) are hereby incorporated by reference with the same force and effect as though fully set forth herein. To the extent that the terms set forth in any Article of the Standard Engagement Agreement are inconsistent with the terms of this Schedule to the Standard Engagement Agreement, the terms set forth herein shall apply.
  25. Entire Agreement. This Agreement constitutes the entire agreement between You and EZC with respect to Our Registered Agent Services, and replaces any other prior or contemporaneous agreements, or terms and conditions that may be applicable. This Agreement creates no third-party beneficiary rights.
  26. Severability. If any provision of this Agreement shall be held to be invalid, illegal or unenforceable, the validity, legality and enforceability of the remaining provisions shall not in any way be affected or impaired thereby, and such provision shall be deemed to be restated to reflect the Parties’ original intentions as nearly as possible in accordance with applicable Law.
  27. Notices. Any notice required to be given under this Agreement may be given by personal delivery or by email, to the following email addresses: corprecords@gbsgroup.net.  If to the Customer: to Customer’s last listed email address on the records of EZC. 
  28. Amendments. EZC may amend this Agreement by providing an electronic notice of the amendment and its effective date to Customer at least 30 days before the proposed effective date of such amendment. The amendment will automatically become effective without Customer’s written agreement unless Customer notifies the Company that Customer is terminating this Agreement before the effective date of the amendment. Notice can be made by either in paper format to the Customer or electronic means. 
  29. No Waiver. Failure of EZC to enforce any section of this Agreement shall not be construed as a waiver or modification of such section, or impairment of its right to enforce such section thereafter.
  30. Certification. You certify that You are an authorized representative of Customer with full power to execute and deliver this Agreement on Customer’s behalf, and that You are at least 18 years of age.

 

Private Mailbox Service Agreement (PMBSA)

The Private Mailbox Service described herein is provided to you (“Customer” or “You, Your, Yours, as the context may require) under the terms of this Mailbox Service Agreement (the “Private Mailbox Services Agreement” or “PMBSA”), as amended, and the operating rules, policies, pricing, and/or procedures published from time to time by GBS Group, Inc. (collectively, “GBS”, “Us,” “We,” “Our,” or “the Firm” as the context may require).

BY COMPLETING YOUR NEW ACCOUNT INFORMATION AND CLICKING THE “I AGREE” BUTTON, OR BY REQUESTING, USING OR BENEFITING FROM THE MAILBOX SERVICES, ASSISTANCE OR WORK FROM GBS YOU ARE AGREEING TO BE BOUND BY THIS PRIVATE MAILBOX SERVICES AGREEMENT. PLEASE NOTE, THAT CONTINUED USE OF OUR MAILBOX SERVICES WILL ALSO BE DEEMED AS THE CUSTOMER’S ACCEPTANCE OF THE PMBSA.

WE RESERVE THE RIGHT TO MODIFY, DISCONTINUE OR TERMINATE THE MAILBOX SERVICES AND/OR THE PMBSA, PRICING, POLICIES AND PROCEDURES AT ANY TIME, AND WE MAY, BUT ARE NOT OBLIGATED, TO PROVIDE YOU WITH A NOTIFICATION AS TO SUCH MODIFICATIONS. YOU ARE RESPONSIBLE FOR PERIODICALLY VERIFYING ANY CHANGES TO THE PMBSA WHEN YOU ACCESS OUR WEBSITE, AS THE PMBSA MAY VARY FROM TIME TO TIME. IF THE MODIFIED TERMS ARE NOT ACCEPTABLE TO YOU, YOU SHOULD IMMEDIATELY CEASE USING THE MAILBOX SERVICES AND TERMINATE YOUR PMBSA. 

We may also change and/or re-design Our Website, either as to its appearance, and/or functionality. We encourage You to read Our Data Privacy Policy, which is deemed incorporated into these Terms and Conditions, may be found at the Home Page of Our Site.

TERMS & CONDITIONS

  1. Mailbox Services Registration and Account Setup
      1. As part of a wide range of business-related services, GBS acting in its capacity as Commercial Mail Receiving Agency, offers to its Customers private mailbox services (the “Mailbox Services”), pursuant to the terms and conditions below. By completing a U.S. Postal Service Form 1583 (“Form 1583“) and providing Us with the required forms of identification, the Customer hereby appoints GBS as agent for receipt of any mail (including registered, insured, and certified mail) addressed to the Customer and delivered to GBS at Our address specified in Our Website.
      2. Each person receiving mail through GBS must complete and notarize Form 1583. Customer agrees to provide, at Customer’s sole cost, all required and necessary documents, information, and acknowledgment forms relating to service of process. Legally married spouses with the same last name may complete one Form 1583, as long as both spouses provide acceptable primary and secondary forms of identification and include their separate information on Form 1583. Parents or guardians to receive delivery of a minor’s mail, may list the minor’s name and age on their forms. If more than one individual who are not married share a single private Mailbox, they must each fill out a separate form. Customer cannot use aliases or provide information, which is untrue, misleading or deceiving. Clear photocopies of the identification must be also included. If any information on Form 1583 changes, the Customer must file a revised application and provide any required acknowledgment form relating to service of process. 
      3. For new account registrations, Customer will create an online account (the “Mailbox Account”) in the GBS platform (the “Customer’s Portal”) and receive a mailbox designation number (the “Mailbox”). Once your Mailbox Account is activated, you will be required to use secure login information to access the account. Only Customer or an authorized user, as per applicable policy, may access the Mailbox Account. Customer Mailbox Account is not transferable. Returning Customers may reactivate the same Mailbox Account number by contacting GBS Group and paying the corresponding fee.
      4. Customer may add “Additional Recipients” to its plan for an extra fee per recipient pursuant to Form 1583. For mail received that is addressed to a person who is not the Customer nor an Additional Recipient, Customer will pay a $5 fee/per occurrence. 
      5. Customer is fully responsible for maintaining the confidentiality of the Customer’s username and password and for any and all activities and actions occurring under such username and password. Customer agrees to immediately notify GBS of any unauthorized use of the Customer’s username, password or Mailbox Account. Possession of the Mailbox username and password shall be considered sufficient evidence that the possessor is duly authorized to receive any mail, parcels an/or packages under the Mailbox Account. In the event of death or incapacity of the Customer, GBS will require the appropriate documents from the Probate Court, the executor of the estate, the trustee or other similar person or entity before releasing mail or packages to a requesting party.
      6. While GBS makes use of new digital technologies to protect unauthorized access to Our website, and/or to the customers’ Mailbox Accounts, GBS cannot guarantee that such unauthorized access will not occur. Malicious cybersecurity threats by third parties (hackers’ attacks) are not always preventable. Customer acknowledges and undertakes all risks associated with creating a Customer’s account, accessing GBS’s website, using the Mailbox Services, providing information to GBS via the website, and the collection of other data by virtue of Your access to GBS website.

     

  2. Essential services
      1. Customer recognizes and agrees that this Agreement only gives Customer access to a private Mailbox with a designated number within our premises.
      2. Upon receipt of any mail, parcels and/or packages GBS will capture an image of the front of the envelope and upload it to the Customer’s Portal. GBS will give notice to client via email and post a notice of availability to the Customer’s Portal. Please refer to the GBS Mailbox Service Table of Fees available at https://llchub.us/direccion-virtual/planes-direccion-virtual/
      3. GBS will never open your mail. If you need GBS’ authorized personnel to open and scan a particular mail piece for you, in every instance you will need to instruct GBS in writing to that end. Customer agrees if Customer instructs GBS to “scan” a particular piece of mail, it is also authorizing GBS without reservation to “open” the mail for that purpose.
      4. Customer recognizes and agrees that mail and parcels shall be deemed delivered upon their placement in the Mailbox assigned to the Customer, or upon the posting of a notice of availability to the Customer’s Portal, Customer is responsible to access with regularity his/her Customer’s Portal account. Any notification on the side of GBS shall be deemed as a courtesy, and not an obligation on the part of GBS. Customer expressly relieves and excuses GBS from any further responsibilities with respect to mail and parcels.
      5. Anything larger than large envelope size may incur an additional small handling fee for logging in, storage and retrieval, dependent upon size. Mail or packages that exceed the following dimensions 4 7/8″ x 11¾” x 5″ will be charged a storage fee of $100 per day. Please refer to the GBS Mailbox Service Table of Fees available at https://llchub.us/direccion-virtual/planes-direccion-virtual/
      6. In the Customer’s portal Customer shall instruct GBS to take action on the mail or package(s) within thirty (30) days after received. If no instruction is provided, GBS will store the mail or package(s) up to thirty (30) days without charge. Thereafter, Customer must pay a monthly storage fee of $1.5 per item for the time period in which GBS holds the mail or package(s). If a piece of mail is stored in the Customer’s Mailbox for a period longer than any such storage period paid for by Customer, GBS has the right to terminate this Agreement and perform any of the actions described in paragraph 4, sections a, b or c herein.
      7. Mail Forwarding. Most mail pieces are sent via Priority Mail with the United States Postal Services (“USPS”) or other courier services according to the customer specifications using courier services available for shipping. Expedited requests will be fulfilled the same day if received before 12 PM Eastern Time Zone. If special packaging is used other than that supplied by USPS or FedEx an additional materials/labor surcharge may be applied.
      8. Check Deposit Services. For a subscription fee of $10/month, GBS provides you with a Check Deposit Service (“CDS”) to deposit checks (“Check” or “Checks”) up to four (4) deposits per month and a maximum of five (5) Checks per deposit, to the Customer’s account and on Customer’s behalf. Customer represents and warrants with respect to any and all CDS requests that (1) Customer is an authorized signatory or account owner of the specified bank account and (2) each Check submitted for deposit is in all other respects properly authorized. Customer agrees to indemnify GBS for any claims, disputes, losses, liabilities, costs and/or expenses resulting from the breach of the said representations and warranties. Please note, that in no event will GBS be responsible if after properly mailing a check to the Customer’s bank for deposit.  Customer’s Preferred courier – extra fee applies). We may accommodate Customer’s preferred courier services requests for an additional fee.
      9. In the event that the Customer refuses to accept mail or a package, GBS may return the mail or package to the sender and the Customer will be responsible for any postage or other fees associated with such return. Upon the request of GBS, the Customer must sign for or otherwise indicate his or her acceptance for all mail and parcels.
      10. Due to air cargo federal regulations all mail, parcels and cargo are subject to inspection. GBS will cooperate with all local, state and federal agencies and will release information about the Customer to such agencies and all postal inspectors upon request.
      11. Customer is responsible for confirming that prohibited items are not shipped to GBS by third parties. When re-mailing or forwarding mail to Your location or another location on your behalf, GBS has no obligation to inspect and/or assess whether mail, parcels and cargo are suitable for shipment under current laws and regulations, nor to inspect or decide whether such material is being shipped with appropriate packaging, protective material o by resorting to appropriate transportation means. GBS reserves the right to return all packages to the sender(s) for any reason and to request that the Customer or the recipient of an item, as applicable, sign documents confirming the end use or end user of any item shipped.

     

  3. Service Fees, Security Deposit and other Charges.
      1. Customer agrees to pay during the Term of this Agreement all applicable monthly and/or annually service fees and other related fees within (30) days of the due date. Schedule detailing the monthly service fees and forwarding fees applicable to all service plans offered by GBS is available at https://llchub.us/direccion-virtual/planes-direccion-virtual/. Please note that all fees stated are subject to change. If required by state law, we are required to charge sales tax on Mailbox Services where applicable.
      2. There will be no pro-rations or refunds for cancellation of any service. 
      3. On or before the Mailbox Services commencement date, Customer will pay together with the initial month of service, a $50 security deposit. GBS is entitled to deduct from the security deposit any monies owed by Customer to GBS for any costs and expenses under this PMBSA. Upon expiration, termination or cancellation of this Agreement, plus any additional period in which GBS keep Customer’s mail in storage, the security deposit will be returned to the Customer, provided that no dues, costs or fees are outstanding.
      4. Customer agrees to a $25 Storage fee charged on a monthly basis for a maximum of two months during which GBS will keep customer’s mail in storage after expiration, termination, or cancellation of this agreement.
      5. Renewal fees for the Mailbox Services are due and payable on the same date every month and become delinquent if not received by GBS within 1 days after the due date.
      6. Failure of Customer to finally pay any fees within (30) days after the applicable due date shall be deemed a material breach of this Agreement, justifying suspension of the performance of the Mailbox Services provided by GBS. During any such period of delinquency GBS may hold mail, parcels and/or delivery of email to the Customer’s Mailbox Account. These services will be resumed upon receipt of all amounts.
      7. One (1) month in arrears will be sufficient cause for immediate termination of this Agreement by GBS. Any such suspension will in no way relieve Customer from payment of fees, and, in the event of collection enforcement, Customer shall be liable for any costs associated with such collection, including, but not limited to, legal costs, attorneys’ fees, courts costs, and collection agency fees. GBS reserves the right to apply the one month’s security deposit to cover any past due rent.

     

  4. Term and Termination
      1. The term (Term) of this Agreement shall be the initial period and any renewal period paid for by Customer from time to time.  Unless any of the parties herein gives 30-day notice of termination in writing, this agreement is automatically renewed on the same date each month or yearly depending on your service plan at the then current prevailing rate and terms. Renewal of this Agreement and applicable rates for additional terms shall be at GBS’ sole discretion. 
      2. GBS may terminate or cancel this Agreement for cause at any time by providing the Customer thirty (30) days written notice either by mail, e-mail, or electronic post to Customer’s Portal, provided, however, that in the event of reasons (b), (c) and/or (e) below, GBS shall have the right to terminate this Agreement immediately. Good cause shall include but is not limited to: (a) the Customer abandons the Mailbox; (b) suspicion that the Customer uses the Mailbox for unlawful, illegitimate or fraudulent purposes; (c) the Customer fails to pay monies owed to GBS when due; (d) the Customer receives an unreasonable volume or oversized parcels; (e) the Customer engages in offensive, abusive, or disruptive behavior toward other customers or GBS’s employees; (f) the Customer violates any provision of this Agreement. Customer acknowledges that for the purpose of determining good cause for termination of this Agreement as provided herein, the actions of any person authorized by the Customer to use the Mailbox will be attributed to the Customer.
      3. Customer agrees that in any event, GBS may terminate or cancel this Agreement for no cause at any time by providing the Customer thirty (30) days written notice, notice either by mail, e-mail, post to Customer’s Portal or other electronic notice.
      4. Upon expiration, cancellation or termination of this Agreement for any reason, or upon the expiration of any pre-arranged mail forwarding service, GBS will continue to receive and hold Customer’s mail, other than unsolicited mail, for a period of sixty (60) days after Mailbox closure, during which time such mail will be available for direct pickup at our offices in the state and city of Customer’s service. During such period, Customer shall not have digital access to the Customer’s Portal to view the mail. Provided that the Customer pays the postage, packing material, and forwarding fees in advance, GBS may forward the mail to Customer’s address as set forth in Form 1583. If the necessary arrangements and forwarding fees are not made by Customer in advance to forward Customer’s mail and parcels, GBS, at its sole discretion, may take as applicable, one or more of the following actions:
        1. Refuse to receive or return to sender any mail or package delivered by any party other than the USPS (such as a commercial courier service), and Customer will remain responsible for any postage or other fees associated with such return; or
        2. Discard or destroy any mail or package delivered to or remaining with GBS more than thirty (30) days after the Mailbox closure or the expiration of an agreed upon forwarding arrangement, as the case may be; or, in the case of mail or package which require a signature from GBS condition to delivery, more than sixty (60) days after such dates; or
      5. GBS will report to USPS quarterly of every new and terminated Customer, on the following dates: January 15th, April 15th, July 15th, and October 15th; therefore, the USPS will not take note of your change of address immediately following expiration, cancellation, or termination of this Agreement. It is the Customer’s sole responsibility to notify third-party correspondents of any change of address, including but not limited to any federal, state or local authorities. It is the Customer’s responsibility to make arrangements with GBS to identify any storage or mail forwarding needs prior to the expiration, cancellation or termination of this Agreement.

     

  5. Covenants of the Customer. By signing this PMBSA or agreeing in any other way to abide by the provisions of the Mailbox Services herein, Customer hereby covenants and warrants that:
    1. all the information provided by Customer under the Customer’s online account, such as name, last name, mailing address, and other personal information, is true and accurate and pertains to the Customer.
    2. Customer and/or any of Customer’s Additional Recipients, and/or authorized persons, as applicable, is at least 18 years of age. 
    3. Customer shall use the Mailbox Services for the purpose of receiving mail, parcels, and for procuring other services offered by GBS, as such other services may be purchased from GBS from time to time;
    4. Customer shall not share his/her online account, nor make it available, to third parties.
    5. It shall not use the Mailbox Services for any unlawful, illegitimate, or fraudulent purpose or for any purpose prohibited by the rules and regulations of the United States Postal Service;
    6. Any use of the Mailbox shall be in compliance with all applicable federal, state and local laws, laws, rules and regulations governing the export, import, and provision of goods and services in the United States and in the jurisdictions to, from, through or over which the Customer’s shipment may be transported, including but not limited to the Export Administration Regulations (“EAR”) maintained by the U.S. Department of Commerce, trade and economic sanctions maintained by the Treasury Department’s Office of Foreign Assets Control (“OFAC”), and the International Traffic in Arms Regulations (“ITAR”) maintained by the Department of State and any applicable anti-boycott compliance regulations; and
    7. The recipient of any and all items shipped by Customer is the final intended recipient of such items; and the Customer will not re-export the merchandise and mail to a different destination.
    8. As a material condition of this Agreement, neither this Agreement nor any license granted hereunder nor any of Customer’s rights in connection herewith or therewith shall constitute a lease and that Customer shall not bring any action against GBS or interpose any defense against GBS based upon the theory that this Agreement or any license granted hereunder constitutes a lease; and Customer expressly waives any substantive or procedural rights that Customer may have that are predicated upon the rights of a tenant of real property. Notwithstanding anything in this Agreement to the contrary, should this Agreement be deemed by any court to constitute or create a lease, then GBS shall have all of the rights and remedies of a facility owner of real property available pursuant to applicable law.

 

Bank Account Opening Terms

  1. Introduction. These Terms of Use (“Terms”) govern the services provided by GBS Group, Inc. (“we,” “us,” or “our”) in assisting clients (“you” or “your”) with the opening of bank accounts. By engaging our services, you agree to these Terms.
  2. Service Description. We offer assistance in facilitating the opening of bank accounts with third-party banks and financial institutions (“Banks”). Our role is limited to providing guidance, submitting required documentation, and liaising with the Banks on your behalf.
  3. Bank Approval. Please note that the decision to open a bank account is solely at the discretion of the Bank. We do not guarantee that an account will be successfully opened. The Bank may request additional documentation, conduct background checks, or decline your application based on their internal policies and procedures. Please note that banks have restrictions on opening accounts for individuals in certain countries, refer to the following articles  for more information:
  4. No Refund Policy. By engaging our services, you acknowledge and agree that our fees cover the assistance provided, irrespective of the Bank’s final decision. Therefore, no refund shall be issued if the Bank declines to open an account for you.
  5. Client Responsibilities. You are responsible for providing accurate and complete information and documentation required by the Bank. Failure to provide such information may result in the rejection of your application.
  6. Confidentiality. We will handle your personal and financial information with the utmost confidentiality and will only share it with the Bank and relevant authorities as required to facilitate the account opening.
  7. Limitation of Liability. We shall not be liable for any loss, damage, or inconvenience caused by the Bank’s decision to reject your application or any delays in the account opening process.

 

BOI Report Presentation Terms

  1. Introduction. These Terms of Use (“Terms”) govern the services provided by GBS Group, Inc. (“we,” “us,” or “our”) in assisting clients (“you” or “your”) with the submission of Beneficial Ownership Information (“BOI”) reports to relevant authorities. By engaging our services, you agree to these Terms.
  2. Service Description. We offer assistance in preparing and submitting BOI reports on your behalf to the appropriate regulatory authorities. Our role is limited to facilitating the submission process based on the information provided by you.
  3. Client Responsibility for Accuracy. You acknowledge that it is solely your responsibility to provide accurate, complete, and up-to-date information for the BOI report. We rely entirely on the information you supply, and we do not verify or validate the accuracy or completeness of this information.
  4. No Liability for Inaccurate Information. You understand that any inaccuracies, omissions, or misrepresentations in the information provided by you may result in penalties, legal consequences, or rejection of the BOI report by the authorities. We shall not be liable for any such outcomes resulting from the submission of inaccurate or incomplete information.
  5. Submission Process. Upon receiving the necessary information from you, we will prepare and submit the BOI report to the relevant authorities in a timely manner. We will provide confirmation of submission, but it is your responsibility to ensure that the information submitted is accurate and compliant with all applicable regulations.
  6. Amendments and Corrections. If you need to amend or correct any information after submission, you must promptly notify us. Additional fees may apply for resubmission or corrections, unless the Premium plan is acquired, which includes BOI Report amendments. However, we cannot guarantee that amendments will be accepted by the authorities.
  7. Confidentiality. We are committed to maintaining the confidentiality of your information and will only use it for the purpose of preparing and submitting the BOI report. We will not disclose your information to third parties except as required by law or with your explicit consent.
  8. Limitation of Liability. Our liability in connection with the BOI report submission is strictly limited to the service fees paid by you. We shall not be liable for any indirect, incidental, or consequential damages arising from errors or omissions in the BOI report.

 

Terms of Use for Annual Report Submission and State Fees

  1. Introduction. These Terms of Use (“Terms”) govern the services provided by GBS Group, Inc. (“we,” “us,” or “our”) in assisting clients (“you” or “your”) with the preparation and submission of Annual Reports to the relevant authorities. By engaging our services, you agree to these Terms.
  2. Service Description. We assist in the preparation and submission of Annual Reports on your behalf to the appropriate regulatory authorities. Our role is limited to submitting the report based solely on the information you provide to us.
  3. Client Responsibility for Information Accuracy. You acknowledge that it is your sole responsibility to provide accurate, complete, and up-to-date information for the Annual Report. We do not verify or validate the accuracy or completeness of the information you supply, and we rely entirely on the information provided by you for the report submission.
  4. No Liability for Inaccurate Information. You understand that any inaccuracies, omissions, or misrepresentations in the information provided by you may result in penalties, legal consequences, or rejection of the Annual Report by the authorities. We shall not be liable for any such outcomes resulting from the submission of inaccurate or incomplete information.
  5. State Fees. You acknowledge that any State Fees associated with the submission of the Annual Report are not covered by your current service plan. These fees are the client’s responsibility. Failure to pay these fees may result in delays or the inability to submit the Annual Report.
  6. Payment of State Fees. We will notify you of the required State Fees upon preparing the Annual Report. These fees must be paid to us in a timely manner to ensure the submission of the Annual Report. We are not responsible for any penalties or late fees resulting from delayed payment of the State Fees by you. If possible, your payment method will be charged automatically for the applicable state fees.
  7. Confidentiality. We are committed to maintaining the confidentiality of your information and will only use it for the purpose of preparing and submitting the Annual Report. We will not disclose your information to third parties except as required by law or with your explicit consent.
  8. Limitation of Liability. Our liability in connection with the Annual Report submission is strictly limited to the service fees paid by you. We shall not be liable for any indirect, incidental, or consequential damages arising from errors or omissions in the Annual Report or delays in submission due to non-payment of State Fees.

 

Terms of Use for Business Tax Return Services

  1. Introduction. These Terms of Use (“Terms”) govern the services provided by GBS Group, Inc. (“we,” “us,” or “our”) in assisting clients (“you” or “your”) with the preparation and filing of Business Tax Returns. By engaging our services, you agree to these Terms.
  2. Definition of Services. Our Business Tax Return services include the preparation and filing of the following tax returns:
    • 1120 Corporation Tax Return
    • 1065 Partnership Tax Return
    • 1120-F Foreign Corporation Tax Return
    • 1120-S Subchapter “S” Corporation Tax Return
    • 1041 Estates and Trust Tax Return
    • 5472 for Foreign Owned US Disregarded Entities reported on a pro forma 1120
    • Schedule C for 1040 or 1040NR
  3. Excluded Services. The preparation and filing of Forms 1042, 1042-S, and 1042-T are not included in our Business Tax Return services. These forms are quoted and billed separately. If you require these services, please contact us for a separate quote.
  4. Premium Plan Coverage. Business Tax Return services are included in the Premium plan provided that the client’s business transactions do not exceed 30 transactions per year. If the number of transactions exceeds 30 in any given year, you will be required to upgrade to a different plan that accommodates higher transaction volumes. We will notify you if this threshold is exceeded and discuss the options available.
  5. No Bookkeeping Services. Our Business Tax Return services do not include bookkeeping services. We will not prepare or deliver any financial statements to you. The tax return will be prepared solely based on the information and transactions provided by you.
  6. Client Responsibility for Information Accuracy. You acknowledge that it is your sole responsibility to provide accurate, complete, and up-to-date information for the preparation of your Business Tax Returns. We rely entirely on the information you supply and do not verify or validate the accuracy or completeness of this information.
  7. No Liability for Inaccurate Information. You understand that any inaccuracies, omissions, or misrepresentations in the information provided by you may result in penalties, legal consequences, or rejection of your tax return by the IRS or other tax authorities. We shall not be liable for any such outcomes resulting from the submission of inaccurate or incomplete information.
  8. Additional Charges. Any additional forms or services requested that are not covered under these Terms will be quoted and billed separately. We will notify you of any such charges before proceeding with the additional services.
  9. Confidentiality. We are committed to maintaining the confidentiality of your information and will only use it for the purpose of preparing and filing your Business Tax Returns. We will not disclose your information to third parties except as required by law or with your explicit consent.
  10. Limitation of Liability. Our liability in connection with the preparation and filing of Business Tax Returns is strictly limited to the service fees paid by you. We shall not be liable for any indirect, incidental, or consequential damages arising from errors or omissions in the tax return or delays in submission due to inaccurate or incomplete information.
  11. Amendments. We reserve the right to amend these Terms at any time. Any changes will be communicated to you in writing or by updating these Terms on our website.