Terms and Conditions - Easyco

Terms and Conditions

Last updated: October 2026

These Terms and Conditions (the “Terms“) govern the use of the website located at https://www.itseasyco.com (the “Website“) and all services provided by Easyco. Please read them carefully together with our Privacy Policy, which forms part of these Terms.

1. About These Terms

1.1 Who we are. “Easyco“, “we“, “us” and “our” mean the Easyco brand and the Easyco Group Entity named as the provider in the Client’s proposal, order or invoice for the relevant Service (the “Contracting Entity“). “Easyco Group Entity” means any company that forms part of the group of companies operating under the Easyco brand. Any Easyco Group Entity may provide all or part of any Service, issue invoices for it, and exercise and enforce all of Easyco’s rights under these Terms, including collecting the Fees and the Outstanding Amount, in its own name or on behalf of the Contracting Entity. Payment to the Contracting Entity, or to any person the Contracting Entity designates in writing, discharges the Client’s payment obligation to the extent of the amount paid. The Client expressly accepts this stipulation in favour of the Easyco Group Entities under Article 1457 of the Peruvian Civil Code. The details of the Contracting Entity are those stated in the Client’s proposal, order or invoice, and are also available on request at hello@itseasyco.com.

1.2 Acceptance. You accept these Terms by any of the following: using the Website (but only for Section 16 (Intellectual Property and Trademarks), Section 17 (Website Terms) and Section 15 (Confidentiality and Privacy)), or requesting, accepting, paying for or using any Service, submitting an online application form, or signing a proposal or service agreement that refers to these Terms. If you do not agree, do not use the Website or the Services.

1.3 Order of precedence. If documents conflict, the following order applies, highest first: (a) a service agreement or proposal signed by Easyco and the Client; (b) the High-Value Account Acknowledgment and Waiver, for the account it covers; (c) these Terms; (d) any other information on the Website.

1.4 Business services. The Services are intended for businesses, entrepreneurs and investors acting for business purposes. Nothing in these Terms excludes or limits any right that a person has as a consumer under mandatory law, including Peru’s Consumer Protection and Defence Code (Law 29571). Any provision is applied only to the extent that mandatory law allows.

1.5 Review and express acceptance of key provisions. The Client confirms that it has read these Terms, had the opportunity to obtain independent advice and to propose changes before engaging Easyco, and that Easyco offered to discuss them. The Client specifically and expressly accepts, having read and understood each of them individually, the following provisions: Section 6.3 (Representatives and Bank Account Management), Section 9 (Limitation of Liability), Section 11 (Non-Payment: Easyco’s Rights), Section 12 (Indemnification) and Section 19 (Governing Law and Jurisdiction), together with Section 6.4 (Representation), Section 10.1 (Fees) and Section 13 (Term, Changes and Cancellation). The Client gives this express acceptance by signing or accepting, in writing or by email, any proposal, onboarding form or service agreement that refers to these Terms. In any case, requesting, accepting or using any Service, or paying any Fees, invoice or quotation, confirms the Client’s acceptance of these Terms, including each of the provisions listed in this Section 1.5. Easyco may keep records of each acceptance as evidence of it.

2. Definitions

In these Terms:

  • “Client“, “you” and “your” means the person who requests or receives any Service, and the legal entity for which the Service is requested or provided, including a current or past recipient of Services.
  • “Entity” means any legal entity that Easyco forms, maintains, represents, provides an address for or otherwise serves for the Client.
  • “Services” or “Agreed Services” has the meaning in Section 3 (Agreed Services).
  • “Representative” means any local legal representative, general manager, director, attorney-in-fact, authorized signatory, local shareholder or other person appointed for the Client or the Entity at Easyco’s designation, as described in Section 6.3 (Representatives and Bank Account Management).
  • “Registered Address” means any address that Easyco provides for the Entity, whether called a fiscal, registered office, commercial, local or company address.
  • “Authorities” means any public registry, tax authority, court, regulator, notary or other governmental or public body.
  • “Financial Institution” means any bank, financial institution or payment service provider.
  • “Fees” means all fees, charges, reimbursements, taxes and other amounts payable to Easyco.
  • “Outstanding Amount” means all Fees that are due and unpaid, together with interest and collection costs under Section 11 (Non-Payment: Easyco’s Rights).
  • “Formal Replacement” has the meaning in Section 6.4.6 (Continuation of services until formal replacement).
  • “Contracting Entity” and “Easyco Group Entity” have the meanings in Section 1.1 (Who we are).
  • “Easyco Parties” means Easyco, each Easyco Group Entity, their affiliates and their respective officials, directors, employees, agents and Representatives.
  • “in writing” includes email.

Singular includes plural and vice versa. Headings are for convenience only.

3. Agreed Services

A Service, or Agreed Service, is any service that the Client requests from Easyco by any means (Website, email, phone or otherwise) and that Easyco accepts in writing, verbally, through the Website or by starting performance. A contract also arises when the Client submits an online application form or pays an invoice or quotation, even if no document has been signed. The scope, limitations and price of each Service are those in the applicable proposal or service agreement. If there is none, they are those published on the Website when the Service is accepted.

Easyco may also provide additional or custom services. Those services are subject to these Terms and to any specific scope agreed in writing.

4. Easyco Services and Nature of Our Obligations

4.1 Services. Easyco helps clients form and maintain businesses in the countries where it operates. Its services include: company formation; legal representation; registered office and fiscal address; trademark registration; bank account opening coordination; corporate legal services; tax audit; tax and accounting; global payroll; recruiting and hiring; international PEO/EOR services; HR outsourcing; global immigration; and company migration. The current list of services and countries is on the Website.

4.2 Not a law firm, bank or fiduciary. Easyco is not a law firm and no attorney-client relationship is created. Easyco is not a bank, financial institution, payment provider, trustee or fiduciary of the Client, and does not hold, receive or custody client funds.

4.3 Diligence, not result. Easyco performs the Services with the ordinary diligence required by their nature and based on the information and documents the Client provides. Easyco works to achieve the intended result. Unless Easyco expressly agrees otherwise in writing, it does not guarantee any outcome, approval or timeframe, because those depend on Authorities, Financial Institutions and other third parties.

4.4 Easyco’s obligations end when the agreed Service is completed, except for recurring Services, which continue until terminated under Section 13 (Term, Changes and Cancellation) and, where applicable, Section 6.4.6 (Continuation of services until formal replacement).

4.5 Good faith. Each party shall act in good faith in exercising its rights and performing its obligations under these Terms.

5. Client Obligations and Declarations

5.1 Information. The Client shall provide complete, accurate and genuine information and documents promptly, and shall inform Easyco in writing of any change.

5.2 Know-your-customer and anti-money laundering. The Client shall provide all information Easyco, Representatives, Financial Institutions or Authorities require for identification, beneficial ownership, source of funds and wealth, sanctions and anti-money laundering and counter-terrorist financing (AML/CFT) purposes. Easyco may decline, suspend or terminate any Service if this information is not provided or is not satisfactory, or if Easyco suspects unlawful activity. Easyco may report to the competent Authorities where the law requires, and is not obliged to tell the Client that it has done so.

5.3 Lawful use. The Client shall use the Services and the Entity only for lawful purposes and in compliance with the laws of each country where the Services are rendered. The Client remains responsible for the Entity’s ongoing legal, tax, labour, accounting and regulatory obligations, except to the extent Easyco has expressly agreed in writing to perform a specific obligation.

5.4 Declarations. By accepting these Terms, the Client declares that:

  • AML/CFT: “I, my Entity and my associates have not been involved in proceedings of public relevance or sanctioned in relation to money laundering or terrorist financing.”
  • Truthfulness: “The information I provide is accurate, correct and complete and the documents I submit are genuine. I will inform Easyco in writing of any change.”
  • Acceptance: “I have read, understood and agree with Easyco’s Terms and Conditions and Privacy Policy, and with the Service requested and its process.”

6. Specific Services

6.1 Company Incorporation

Company incorporation means any formation, setup or registration of a legal entity (including an offshore entity or IBC) carried out by Easyco for the Client. Once Easyco requests information, the Client shall provide all required documents and information within forty-five (45) calendar days, unless otherwise agreed in writing. If the Client does not, the Service is treated as abandoned by the Client. Easyco then has no further obligation to proceed, and the Fees already paid or accrued remain payable.

The incorporation may be carried out with Representatives, including local shareholders where the jurisdiction requires them. Where local shareholders are used, the Service ends with the transfer of shares to the persons the Client designates and the recording of that transfer in the company books, where applicable, unless Easyco states otherwise in writing. This transfer is subject to Section 11.6 (Retention). After completion, the Client may need to update bylaws, records and information before Authorities and Financial Institutions, at its own cost, including any government, notary or third-party costs.

6.2 Bank Account Coordination Service Limitations

In the bank account opening coordination service, Easyco acts only as the coordinating party. The decision to open an account, and its timing, rest solely with the Financial Institution. Easyco does not guarantee the decision or the timing. Delays may arise from verification procedures, regulatory requirements or circumstances beyond Easyco’s control, and Easyco is not responsible for them. The Client is responsible for providing any additional information the Financial Institution requests.

6.3 Representatives and Bank Account Management

A. Representatives. For certain services, including Legal Representation, bank account opening and, where agreed, bank account management, Easyco may arrange for a local legal representative, attorney-in-fact, director, manager or authorized signatory to be appointed for the Client or the Client’s legal entity (each a “Representative”). Representatives are designated by Easyco, whether they are its personnel, affiliates or third-party service providers. Each Representative acts on behalf of the Client and the Client’s legal entity, under the powers the Client or its legal entity grants.

B. Easyco’s Role. Easyco designates Representatives with reasonable care and coordinates communications, documentation and instructions between the Client, the Representative and the relevant Financial Institution. A Representative who operates the Client’s accounts does so under the mandate and powers of the Client or its legal entity. Easyco’s own obligations under this Section 6.3 are limited to designation and coordination as described here. Easyco does not hold, receive, custody, control or manage the Client’s funds. Easyco is not a bank, financial institution, payment provider, trustee or fiduciary of the Client.

C. Signing Authority and Assumption of Risk. The Client acknowledges that a Representative may hold sole signing authority, or other authority, over the Client’s bank accounts, and that this authority comes from powers of attorney, resolutions or bank mandates granted by the Client or its legal entity. The Client understands that granting such authority to any person carries inherent risks, including unauthorized transactions, errors, misappropriation and fraud. The Client freely and knowingly accepts those risks. The Client may at any time restrict, condition or revoke that authority, or require joint signatures, by instruction to the Financial Institution and written notice to Easyco.

D. No Liability for Account Mismanagement. To the maximum extent permitted by applicable law, and subject to paragraph E, Easyco, its affiliates, officials, directors, employees and agents shall not be liable for any loss, damage, claim, cost or expense arising from or related to the acts, omissions, negligence, errors, misconduct, mismanagement, misappropriation, fraud or theft of any Representative in operating the Client’s accounts, or of any Financial Institution, payment provider or other third party. This includes any transaction executed, authorized, delayed or refused on the Client’s accounts. This paragraph is in addition to Section 9 (Limitation of Liability) and Section 7 (Third Parties and Subcontracting).

E. Liability That Cannot Be Excluded. Nothing in these Terms excludes or limits any liability that cannot be excluded or limited under applicable law. This includes liability for the fraud, willful misconduct (dolo) or gross negligence (culpa inexcusable) of Easyco, or of any person Easyco uses to perform its own obligations, where Article 1328 of the Peruvian Civil Code or an equivalent rule applies. It also includes liability for breach of obligations arising from rules of public policy. Where applicable law does not allow a limitation to apply in full, it shall apply to the fullest extent permitted.

F. Client Obligations. In respect of any account over which a Representative holds signing authority, the Client shall: (i) obtain and keep online access to the account and its statements wherever the Financial Institution allows it; (ii) review statements and transaction activity at least weekly; (iii) give instructions only in writing; (iv) notify Easyco and the Financial Institution in writing within five (5) calendar days of becoming aware of any unauthorized, irregular or unexplained transaction; and (v) promptly revoke or restrict powers that are no longer needed. Easyco shall not be liable for any loss that could have been prevented or reduced had the Client complied with these obligations.

G. High-Value Accounts. Any account whose balance, or whose expected deposits in aggregate over any 12-month period, exceed USD 100,000 or its equivalent in another currency (a “High-Value Account“) requires the Client to (i) appoint its own representative or authorized signatory, chosen by and answerable to the Client, as a joint (mancomunada) signatory on the account, and (ii) sign Easyco’s High-Value Account Acknowledgment and Waiver. Until both requirements are met, Easyco may, at its sole discretion, decline, suspend or limit its bank account services, or require that the Representative’s authority be restricted. The Client shall inform Easyco in writing before making, or expecting, deposits that would cause the account to become a High-Value Account.

H. Indemnity. The Client agrees to indemnify, defend and hold harmless Easyco, its affiliates, officials, directors, employees, agents and Representatives from and against all claims, losses, penalties, fees, costs and expenses, including reasonable legal fees, to the extent arising from or related to (i) the acts, omissions or negligence of the Client, its officers, employees, agents or own signatories, including instructions given by or on behalf of the Client, (ii) the Client’s breach of these Terms, or (iii) the origin, nature or use of funds deposited in the Client’s accounts. This indemnity does not apply to the extent any claim or loss is caused by the fraud, willful misconduct (dolo) or gross negligence (culpa inexcusable) of Easyco. Section 12 (Indemnification) also applies.

6.4 Representation

6.4.1 Powers. The Client shall grant, and keep in force, sufficient powers for the Representatives to perform the representation Services.

6.4.2 Related services. For risk-management reasons, Easyco may require that representation Services be contracted together with Easyco’s accounting and tax Services for the Entity.

6.4.3 Client responsibility for the Entity. The Client remains responsible for all obligations of the Entity, during and after the representation Services. If any claim, action, penalty or proceeding is brought against any Easyco Party because of the representation Services or the Entity’s obligations, Section 12 (Indemnification) applies.

6.4.4 Termination and replacement deadline. If the representation Services end for any reason, the Client shall, within ten (10) calendar days after the end of the Services (the “Replacement Deadline“): (a) appoint replacements for every Representative and, where applicable, replace the Registered Address; (b) revoke every power of attorney granted to Representatives; and (c) complete the filings needed before every relevant Authority and Financial Institution. The Client bears all government, notary and third-party costs of doing so.

6.4.5 Daily fee after the Replacement Deadline. After the Replacement Deadline, the Client shall pay USD 50 + VAT per day for each Representative of any type, including the legal representative, for every day the Representative remains legally appointed for the Entity or the Client. This fee is consideration for the Representative’s continued appointment and associated exposure. It is not a penalty. It accrues until Formal Replacement or, if earlier, the date a Representative’s resignation becomes effective under applicable law. It does not accrue for any period of delay caused solely by Easyco.

6.4.6 Continuation of services until formal replacement. Representation, Legal Representation and fiscal or registered office address services continue in effect, and their fees keep accruing at Easyco’s then-current rates, until the Client has (i) formally completed the replacement or removal of Easyco’s Representatives and address before every relevant public registry, tax authority and financial institution, and (ii) notified Easyco in writing with evidence that this has been completed (together, “Formal Replacement“). This applies even if the services were terminated, cancelled or abandoned. After the Replacement Deadline in Section 6.4.4, the daily fee in Section 6.4.5 also applies for each Representative of any type, including the legal representative. The Client’s other obligations under these Terms remain in force throughout.

6.4.7 Resignation. Easyco may at any time, and at its sole discretion where the law allows, cause any Representative to resign, and may file resignation, revocation or withdrawal documents with Authorities and Financial Institutions. The Client shall provide any cooperation required. Resignation does not by itself terminate the Services or the Client’s obligations, including payment of Fees accrued up to the date the resignation becomes effective. Easyco will give the Client prior written notice where reasonably practicable.

6.4.8 Return of documents. Easyco will return the Client’s pending documents, books and information once Formal Replacement has occurred and the Outstanding Amount has been paid in full, subject to Section 11.6 (Retention).

6.5 Registered Office and Fiscal Address

This Service provides an address in the designated city for use before Authorities and Financial Institutions. It does not give the Client a physical space or any right to modify the premises. It does not allow the Client to display permits there, or to apply for operating or other licences that require a permanent on-site address, unless Easyco agrees in writing. Sections 6.4.4 to 6.4.8 apply to the Registered Address as they apply to Representatives. However, the daily fee in Section 6.4.5 applies only to Representatives, while the address fees continue at Easyco’s current rates under Section 6.4.6. Where the law allows, and after written notice to the Client, Easyco may inform the relevant Authorities and Financial Institutions that the Client is no longer authorized to use the Registered Address.

6.6 PEO/EOR Services

A. Legal and financial responsibility. The Client is responsible for all financial and legal obligations arising from the engagement of employees or contractors by Easyco on the Client’s behalf (“Outsourced Personnel“). This includes all direct and indirect costs during and after the service period. If any claim, action or penalty arises against an Easyco Party because of these Services, the Client shall pay all related penalties, fees and costs promptly, in accordance with Section 12 (Indemnification). Late payments bear interest under Section 11.2 (Late interest).

B. Employment compliance. Easyco will only hire individuals legally authorized to work in the relevant country. The Client shall provide all necessary documents before employment starts. All compensation, including bonuses, must be paid through Easyco. The Client must not pay Outsourced Personnel directly.

C. Payroll reporting. The Client is responsible for any issue arising from payroll information it does not report to Easyco. To the extent the Client fails to provide payroll information, the Client bears the resulting liability, including for workers’ compensation, tax, discrimination, general and third-party claims.

D. Direction and control. Easyco manages the hiring, termination and onboarding of Outsourced Personnel. The Client has exclusive control of the day-to-day tasks of Outsourced Personnel and of its own business, fiduciary and regulatory obligations. Easyco does not supervise the job site or daily work.

E. Licences. The Client is responsible for ensuring that Outsourced Personnel hold any licences, registrations or certifications required by law, and for providing the required supervision.

F. Resources. The Client shall provide the facilities, equipment and resources Outsourced Personnel need to perform their duties.

G. Confidentiality. Section 15 (Confidentiality and Privacy) applies.

6.7 Adjunct Services and Handover

6.7.1 Hourly rate. Any work not included in a published Service or outside the agreed scope is billed at USD 99 per hour plus VAT where applicable, charged in increments of up to one hour as recorded by Easyco. Complex work may carry a different rate, which Easyco will quote and the Client will confirm before the work starts.

6.7.2 Handover. Some Services require information to be handed over to or from another provider. The simple transfer of information and documents is included. Any additional management, coordination or correction of the handover is billed at the hourly rate in Section 6.7.1.

7. Third Parties and Subcontracting

7.1 Third Parties. Easyco works with partners, affiliates, suppliers, experts and other service providers (“Third Parties“). Easyco may subcontract all or part of any Service. Where it does, it will endeavour to impose on the subcontractor confidentiality, legal-compliance and security obligations at least as protective as those in these Terms. Easyco may also refer the Client to Third Parties that the Client then engages directly. Easyco is not responsible for the services, acts or omissions of Third Parties that the Client engages directly, nor for decisions of Authorities or Financial Institutions. In all other cases, Section 9 (Limitation of Liability) applies.

7.2 Non-circumvention. Contact details of Easyco’s Third Parties, Representatives and service providers that Easyco shares are a valuable business asset of Easyco. During the Services and for two (2) years after they end, the Client shall not contact them, directly or indirectly, to obtain from them, without Easyco, services of the kind Easyco provides, unless Easyco consents in writing.

8. Warranty Disclaimer

Except as expressly stated in these Terms, and to the extent permitted by applicable law, Easyco gives no warranty that the Services will meet any particular requirement or produce any particular result. It gives no warranty that they will be completed within any particular time, except where expressly agreed, or that the Website will be uninterrupted or error-free. Nothing in this Section reduces Easyco’s obligation under Section 4.3 (Diligence, not result).

9. Limitation of Liability

9.1 Scope of responsibility. Easyco is responsible only for the Services it has agreed to perform, and only to the standard in Section 4.3 (Diligence, not result). Easyco is not responsible for: (a) decisions, requirements, delays, shutdowns or changes of law or practice of Authorities or Financial Institutions; (b) the accuracy or completeness of information or documents provided or withheld by the Client or third parties; (c) any matter outside the agreed scope; (d) the Entity’s business decisions, operations or obligations, except those Easyco has expressly agreed to perform; (e) the services of Third Parties engaged directly by the Client; or (f) the consequences of the Client’s failure to follow Easyco’s written recommendations or to comply with these Terms.

9.2 Indirect damages. To the extent permitted by applicable law, Easyco shall not be liable for indirect or consequential damages, loss of profits (lucro cesante), loss of business, opportunity, goodwill or data, or punitive or exemplary damages.

9.3 Force majeure. Easyco is not liable for any failure or delay caused by events beyond its reasonable control, including strikes, accidents, epidemics, war, terrorism, civil disturbance, natural disasters, government shutdowns, or failures of utilities, communications or IT systems.

9.4 Maximum liability. Without prejudice to any other exclusion in these Terms, and except as provided in paragraph E of Section 6.3 (Representatives and Bank Account Management), Easyco’s total aggregate liability arising out of or related to the Services, whether in contract, tort or otherwise, shall in no event exceed the lesser of (a) the fees actually paid by the Client to Easyco for the specific service giving rise to the claim during the six (6) months immediately preceding the event giving rise to the claim, or (b) USD 1,000. This amount is a maximum limit only. It is not an amount owed or payable by Easyco, and it does not create, admit or presume any liability. Any claim remains subject to proof of Easyco’s liability and of the actual damage suffered.

9.5 Mitigation. The Client shall take reasonable steps to mitigate any loss. Easyco is not liable for any loss to the extent it was caused or increased by the Client’s acts or omissions.

9.6 Non-excludable liability. This Section 9 is subject to paragraph E of Section 6.3 and to Section 1.4 (Business services). It applies for the benefit of all Easyco Parties.

10. Fees, Invoicing and Payment

10.1 Fees. The Client shall pay the Fees for each Service as set out in the proposal, service agreement or Website. Where a person requests Services for an Entity that is being formed or already exists, that person and the Entity are jointly and severally (solidariamente) liable to Easyco for the Fees and the Outstanding Amount, as expressly agreed under Article 1183 of the Peruvian Civil Code. That person confirms that they are authorised to request the Services for the Entity.

10.2 Recurring services. Recurring Services (monthly or annual, also called “compliance”, “additional”, “add-on” or “continuing” Services) are billed separately from company formation. Unless otherwise agreed in writing or stated on the Website, they start when the Entity’s tax ID is activated. They are of indefinite duration until terminated under Section 13 (Term, Changes and Cancellation), and are subject to a minimum term of three (3) calendar months.

10.3 Invoicing. Monthly Services are invoiced monthly and annual Services annually, automatically. Additional Services are invoiced before they are performed or at the end of the month in which they are performed. Easyco may change its invoicing pattern without changing the agreed Fees.

10.4 Payment terms. Easyco may require payment before starting any Service. Unless otherwise agreed, invoices are payable within fifteen (15) calendar days of issue. Payment of an invoice or quotation constitutes acceptance of the Services described in it.

10.5 Taxes. VAT (IGV in Peru) or any equivalent tax in the country where the Services are performed is added to the Fees unless Easyco states otherwise in writing. Current rates are shown on the Website.

10.6 Transfer fees and exchange rate. International transfer fees are borne by the Client. Easyco adds the standard transfer fee published on the Website to each invoice where applicable. Where payment is made in a different currency, Easyco applies a reasonable market exchange rate and may charge receipt costs, so that it receives the full amount invoiced.

10.7 Reimbursement. Any third-party costs, government fees, taxes or other expenses that Easyco pays for the Client and that are not included in the agreed Services shall be reimbursed at cost plus 15%, unless Easyco states otherwise.

11. Non-Payment: Easyco’s Rights

11.1 Default. If any amount is not paid by its due date, the Client is in default automatically, without any demand or notice being needed, as expressly agreed under Article 1333(1) of the Peruvian Civil Code.

11.2 Late interest. From the due date until full payment, and without any demand being needed, overdue amounts bear: (a) compensatory interest at the maximum conventional compensatory interest rate; and (b) moratory interest at the maximum conventional moratory interest rate; in each case as set by the Central Reserve Bank of Peru (BCRP) for operations between persons outside the financial system, for the currency of the overdue amount and as in force during the period of delay. Compensatory and moratory interest accrue together to the extent Peruvian law permits. If, for any period, the law does not permit either of them, or both together, the interest the law permits applies instead. Interest never exceeds the maximum rates allowed by law, and any excess is automatically reduced to that maximum. Interest is not capitalised except as permitted by law.

11.3 Collection costs. The Client shall pay all reasonable and documented costs of collecting overdue amounts, including notarial letters, collection agency fees, reasonable legal fees, and court costs and fees (costas y costos).

11.4 Application of payments. Payments are applied first to collection costs, then to interest, then to the oldest outstanding principal.

11.5 Set-off. Easyco may set off any unpaid fees, charges, reimbursements or other amounts owed by the Client against any amount Easyco may owe the Client.

11.6 Retention. Until the Outstanding Amount is paid in full, Easyco may retain the Client’s and the Entity’s documents, deliverables, corporate and accounting books, seals, stamps, certificates and other items held by Easyco or its Representatives in connection with the Services. The same applies to any share transfer to the Client’s designees under Section 6.1 (Company Incorporation). Retention is exercised under Article 1123 and following of the Peruvian Civil Code, or the equivalent local law, and subject to these limits: (a) Easyco will make books and records available to Authorities whenever the law requires; (b) Easyco will not retain personal identity documents of individuals; and (c) at the Client’s request and cost, Easyco will make the relevant book available, or prepare and record the necessary minutes, solely to record the appointment of replacement Representatives, the revocation of powers and the change of the Registered Address. Doing so does not waive retention of the other items.

11.7 Suspension. If any invoice is more than thirty (30) calendar days overdue, Easyco may suspend all or part of the Services after giving the Client written notice of at least five (5) calendar days, if payment has not been received in that time. Under Article 1426 of the Peruvian Civil Code, Easyco may also withhold performance while the Client fails to perform. During suspension: (a) recurring Fees continue to accrue for Services that by their nature remain in place, including representation and Registered Address; (b) the Client is responsible for any filing, deadline or obligation that Easyco does not perform because of the suspension, and for its consequences; and (c) Easyco may, but need not, perform any act it considers necessary to protect itself, the Representatives or the Entity from liability, at the Client’s cost. Easyco will resume the Services within a reasonable time after the Outstanding Amount, and any advance payment or deposit required under Section 11.10 (Advance payment and deposit), have been paid in full, unless Easyco has terminated the Services under Section 13.4 (Termination by Easyco).

11.8 Representatives and address remain in place. Until the Outstanding Amount is paid in full, Easyco is not required to cause its Representatives to resign, to deliver resignation or revocation documents, or to cooperate in the removal of Representatives or the Registered Address, except as stated in Section 11.6(c). In the meantime, the Representatives and the Registered Address may remain in place, and their fees keep accruing under Sections 6.4.5 and 6.4.6, until Formal Replacement. This does not limit Easyco’s right to resign under Section 6.4.7.

11.9 Reporting non-payment. Where the law allows, and after giving the Client written notice of at least five (5) calendar days, Easyco may report the Outstanding Amount and the identity of the debtor to private credit information bureaus (centrales privadas de información de riesgos). Easyco will do so in accordance with Law 27489, Law 29733 and their equivalents in other countries. Easyco may also notify Authorities and Financial Institutions of a resignation, a revocation or the withdrawal of the Registered Address, as allowed under Sections 6.4.7 and 6.5.

11.10 Advance payment and deposit. After any late payment, Easyco may require that future Fees be paid in advance, or that the Client provide a reasonable deposit, as a condition of continuing the Services.

11.11 Abandonment. If an invoice for recurring Services is unpaid and the Client does not respond to Easyco’s communications for one hundred twenty (120) calendar days, Easyco may treat the Services as abandoned by the Client. Easyco may then exercise any of its rights under this Section 11 and Sections 6.4.7 and 6.5. Abandonment does not end the Client’s obligations, which include paying all invoices, interest, costs and third-party expenses.

11.12 Rights cumulative. These rights are cumulative and add to any other right Easyco has under these Terms or the law, including termination under Section 13.4. Any delay or failure to exercise a right is not a waiver of it.

12. Indemnification

12.1 Scope. The Client shall indemnify, defend and hold harmless the Easyco Parties from and against all claims, losses, penalties, fines, fees, costs and expenses, including reasonable legal fees, to the extent arising from or related to: (a) the acts, omissions or negligence of the Client, the Entity, or their officers, employees, agents or own signatories, including instructions given by or on behalf of the Client; (b) the Client’s breach of these Terms; (c) the Entity’s tax, labour, regulatory, contractual and other obligations, including any liability imposed on a Representative by reason of holding office in the Entity; and (d) the origin, nature or use of funds in the Entity’s or the Client’s accounts.

12.2 Exclusion. This indemnity does not apply to the extent a claim or loss is caused by the fraud, willful misconduct (dolo) or gross negligence (culpa inexcusable) of Easyco or of the indemnified person.

12.3 Payment. The Client shall pay any amount due under this Section 12 within five (5) business days of Easyco’s written demand with reasonable supporting documents. On request, it shall advance reasonable defence costs.

12.4 Duration. This Section 12 survives termination. To the extent permitted by law, the Client’s obligations under it are not extinguished by the sale, transfer or liquidation of the Entity.

13. Term, Changes and Cancellation

13.1 Changes by Easyco. Easyco may modify, suspend or discontinue Services, or change its Fees, by giving notice. For recurring Services, Easyco will give at least thirty (30) calendar days’ written notice before a Fee increase takes effect. Within that period, the Client may terminate the affected Service without paying the early termination fee in Section 13.2. For as long as the termination period runs, the Client will continue to pay the existing Fees.

13.2 Termination by the Client. The Client may terminate a recurring Service by giving at least ninety (90) calendar days’ written notice. During the notice period, the Client shall continue to pay the Fees for the Service and any other Services provided. Alternatively, the Client may end the Service on shorter notice by paying an early termination fee. That fee equals the recurring Fees for the unexpired part of the 90-day notice period, and in any case for the unexpired part of the minimum term in Section 10.2. It is calculated on the latest invoice. These amounts are not cumulative: the Client never pays more than three (3) months of recurring Fees in total for the notice period and minimum term together.

13.3 Effect of termination. Termination does not affect Fees accrued before termination, Section 6.4 (Representation) (including the obligations after termination in Sections 6.4.4 to 6.4.8), or Section 11 (Non-Payment: Easyco’s Rights).

13.4 Termination by Easyco. Easyco may terminate any or all Services by written notice, with effect from the date stated in the notice, if: (a) any invoice remains unpaid for more than thirty (30) calendar days after the notice under Section 11.7; (b) the Client or Entity becomes insolvent, files for bankruptcy or begins dissolution; (c) the Entity has delinquent tax liabilities; (d) the Client’s conduct threatens the health or safety of Easyco Parties or Third Parties; (e) Easyco identifies suspicious, unlawful, non-compliant or abusive activity by the Client or the Entity, or the Client does not provide information under Section 5.2; or (f) the Client otherwise materially breaches these Terms and does not cure the breach within fifteen (15) calendar days of notice. Ground (a) is an express termination clause (cláusula resolutoria expresa) under Article 1430 of the Peruvian Civil Code, and termination on that ground takes effect when Easyco notifies the Client that it is relying on it. Before Easyco resumes Services or transfers documents to the Client or a new provider, the Client shall pay the Outstanding Amount in full, together with any costs of reactivating the Entity before the Authorities.

14. Refund Policy

Easyco refunds a payment only where it was made for the formation of a company in a jurisdiction or of a type that Easyco does not support. The refund is made net of transaction costs and fees. All other Fees are non-refundable, unless mandatory law requires otherwise.

15. Confidentiality and Privacy

15.1 Confidentiality. Each party shall keep confidential the non-public information it receives from the other. It may disclose that information only as needed to perform the Services (including to Representatives, Authorities, Financial Institutions and Third Parties), with the other party’s consent, or as required by law.

15.2 Privacy. Easyco processes personal data as described in its Privacy Policy. The Client shall ensure it has informed, and where needed obtained the consent of, any individual whose personal data it provides to Easyco, including shareholders, directors, beneficial owners and employees.

15.3 Corporate transactions. If Easyco sells or buys businesses or assets, or is acquired, Client information may be transferred as part of the transaction, subject to the Privacy Policy and applicable law.

15.4 Publicity. Easyco may mention the existence of its commercial relationship with the Client to current or future stakeholders, without disclosing confidential information.

16. Intellectual Property and Trademarks

16.1 Trademarks. “Easyco” and the Easyco logo, and the other names, logos and signs Easyco uses, are trademarks of the Easyco group, whether registered or not.

16.2 Copyright and ownership. All content of the Website, including text, graphics, logos, images, videos, design, layout, guides, templates, databases and software, and all of Easyco’s materials and know-how, are protected by copyright and other intellectual property rights. They are owned by Easyco, another Easyco Group Entity or their licensors. © Easyco. All rights reserved. The Client keeps ownership of its own pre-existing intellectual property.

16.3 Prohibited uses. Without Easyco’s prior written consent, no one may: (a) use the Easyco name, logo or other trademarks, or any confusingly similar sign, including in domain names, social media accounts, advertising or keywords; (b) copy, reproduce, republish, modify, distribute, sell or create derivative works from any Website content or Easyco materials; (c) scrape, crawl, data-mine or extract any Website content by automated means; or (d) use any Website content or Easyco materials to train, fine-tune, test or develop any artificial intelligence or machine-learning model or system. This does not restrict viewing the Website for your own information under Section 17.2 (Licence), linking under Section 17.4 (Links to the Website), or search engines indexing the Website to display search results and links to it.

16.4 No licence. No licence or other right in any Easyco trademark, content or material is granted to the Client or any other person, whether by these Terms, by the provision of the Services or by implication, except as Easyco expressly agrees in writing. However, the Client may use documents prepared specifically for the Client or its Entity in the course of the Services, such as bylaws, filings and accounting records, for the Entity’s own purposes, subject to Section 11.6 (Retention).

16.5 Enforcement. If any person breaches this Section 16, Easyco may require the immediate removal of the infringing material, request its removal from any website, platform, host or search engine, and claim damages and any other remedy available under applicable intellectual property law, including Legislative Decree 822 (Peru’s Copyright Law) and Andean Community Decision 486. These rights may be exercised by Easyco or by the Easyco Group Entity that owns the right concerned.

17. Website Terms

17.1 Cookies. The Website uses cookies as described in the Privacy Policy.

17.2 Licence. You may view the Website for your own use. You must not republish, sell, rent, sub-license, reproduce, copy or redistribute material from the Website without Easyco’s written permission.

17.3 User content. If the Website allows you to post comments or other content (“Comments“), you warrant that you have the right to post them and that they do not infringe third-party rights, are not defamatory, offensive or unlawful, and are not used to solicit business. Easyco does not review Comments before publication and is not responsible for them. Easyco may remove any Comment. You grant Easyco a non-exclusive licence to use, reproduce and edit your Comments in any media.

17.4 Links to the Website. Government agencies, search engines, news organizations, online directories and accredited businesses may link to the Website’s home page, publications or other information without prior approval, provided the link is not deceptive, does not falsely imply sponsorship or endorsement, and fits the context of the linking site. Other organizations must request approval by email to hello@itseasyco.com with their name, organization, contact details, the URLs they will link from and the URLs they will link to. Easyco may approve or refuse a request at its discretion. Approved links may use the Easyco name, the URL or a fair description. Easyco’s logo and artwork may not be used without Easyco’s prior written consent, as provided in Section 16 (Intellectual Property and Trademarks).

17.5 iFrames. You may not frame the Website, or alter its appearance, without prior written permission.

17.6 Content on your site. Easyco is not responsible for content on any website that links to the Website. You shall defend Easyco against claims arising from your website. Easyco may require you to remove any link to the Website, and you shall do so immediately.

17.7 Website information. Website content is general information only, not legal, tax or financial advice. Easyco does not warrant that it is complete, accurate or up to date, or that the Website will always be available. You may report any link you find offensive; Easyco will consider the report but is not obliged to act on it.

18. Modification of These Terms

Easyco may update these Terms from time to time. Easyco will notify substantial changes by email to the last address the Client provided and/or by a notice on the Website. The Client is responsible for keeping its email address up to date. For existing Clients, changes take effect thirty (30) calendar days after the email is sent or the notice is posted, whichever is earlier. For new Clients and new Services, changes take effect immediately. If an existing Client does not accept a change, it may terminate the affected recurring Services before the change takes effect, without the early termination fee in Section 13.2. Fees accrued up to the termination remain payable. Otherwise, continued use of the Services after a change takes effect means the Client accepts it.

19. Governing Law and Jurisdiction

These Terms, and any dispute arising out of or related to them or to the Services, are governed by the laws of the Republic of Peru, unless the Client’s proposal or service agreement expressly names another governing law, in which case that law applies. Any such dispute shall be submitted exclusively to the competent courts of the Judicial District of Lima, Peru, unless that proposal or service agreement expressly names other courts or another forum, and both the Client and Easyco expressly waive any other jurisdiction that may correspond to them by reason of their present or future domicile. Nothing in this clause prevents either party from seeking urgent interim or protective measures before any competent court. The parties may try to resolve a dispute through direct negotiation first, but this is not required before either party brings a claim, including a claim to collect Fees. Corporate acts and filings concerning an Entity remain subject to the law of the country where the Entity is incorporated.

20. Provisions Remaining in Effect

The following provisions survive any termination, cancellation or expiry of the Services or of these Terms:

  • Section 5.4 (Declarations);
  • Section 6.3 (Representatives and Bank Account Management), paragraphs C, D, E, F and H;
  • Section 6.4 (Representation), including Sections 6.4.4 to 6.4.8 and Section 6.4.6 (Continuation of services until formal replacement);
  • Section 6.5 (Registered Office and Fiscal Address), as to the obligations after termination;
  • Section 6.6 (PEO/EOR Services), paragraphs A and C;
  • Section 7 (Third Parties and Subcontracting), including Section 7.2 (Non-circumvention);
  • Section 9 (Limitation of Liability), including Section 9.4 (Maximum liability);
  • Section 10 (Fees, Invoicing and Payment), for amounts accrued;
  • Section 11 (Non-Payment: Easyco’s Rights), including Section 11.5 (Set-off) and Section 11.6 (Retention);
  • Section 12 (Indemnification);
  • Section 13.3 (Effect of termination);
  • Section 15 (Confidentiality and Privacy);
  • Section 16 (Intellectual Property and Trademarks);
  • Section 19 (Governing Law and Jurisdiction);
  • Section 21 (Miscellaneous);

and any other provision that by its nature is intended to survive, including payment obligations accrued before termination.

21. Miscellaneous

21.1 Assignment. The Client may not assign or transfer these Terms or any Service without Easyco’s written consent. Any attempt to do so is void. Easyco may assign these Terms, or any receivable under them, to any Easyco Group Entity, to an affiliate or to a successor to its business.

21.2 No waiver. If Easyco fails or delays in enforcing any provision, this is not a waiver of that provision or of any other right.

21.3 Severability. If any provision is held invalid or unenforceable, in whole or in part, the rest of these Terms remain in force. The provision shall be applied to the maximum extent permitted, or replaced by a valid provision that comes closest to the parties’ original intent.

21.4 Relationship. These Terms do not create a partnership, joint venture or employment relationship between the Client and Easyco.

21.5 Third-party beneficiaries. The Easyco Parties, including each Easyco Group Entity that provides, invoices, enforces or collects in respect of a Service as described in Section 1.1 (Who we are), may rely on and benefit from the provisions of these Terms that are expressed to protect them, including Section 6.3, Section 9 and Section 12.

21.6 Clerical errors. Typographical or clerical errors in any agreement, invoice or document do not reflect the parties’ intent. The parties shall cooperate in good faith to correct them. A correction is limited to the specific error, and failing to correct an error does not waive the right to do so later.

21.7 Notices. Notices to the Client may be sent to the last email address it provided, and are effective when sent unless Easyco receives a delivery failure message. Notices to Easyco must be sent to hello@itseasyco.com, or to the address of the Contracting Entity stated in the Client’s proposal, order or invoice. Where the law requires a specific form of notice, such as a notarial letter, that form will be used.

21.8 Language. These Terms are made in English only, and Easyco does not issue an official version in any other language. Any translation, including one prepared for an Authority or a court, is for convenience only. In case of any conflict or difference of interpretation, the English version prevails to the fullest extent permitted by law.

21.9 Entire agreement. These Terms, the Privacy Policy and any proposal, service agreement or waiver signed under Section 1.3 (Order of precedence) form the entire agreement between the Client and Easyco on their subject matter. They supersede any prior discussions or agreements on that subject matter. The Client confirms that its agreements with third parties do not conflict with its obligations to Easyco.

Contact: Easyco · hello@itseasyco.com · Privacy Policy