Customer Agreement

1. Introduction

This Customer Agreement (“Agreement”) sets forth the terms and conditions under which HIWAYTON LLC (“Company,” “we,” or “us”) will provide consulting, project management, and financial advisory services (“Services”) to the client (“Client” or “you”). By engaging our Services, you agree to be bound by this Agreement.

2. Scope of Services

The specific scope, deliverables, timeline, and fees for each engagement will be documented in a signed Statement of Work (SOW) or Engagement Agreement. The SOW is incorporated by reference into this Agreement. In the event of any conflict between the SOW and this Agreement, the SOW shall govern for that specific engagement.

3. Client Responsibilities

The Client agrees to:

• Provide timely, accurate, and complete information necessary for us to perform the Services.
• Respond to requests for approvals, feedback, or documentation within the timeframes specified in the SOW.
• Designate a primary point of contact with authority to make decisions on behalf of the Client.
• Ensure that all materials provided to the Company do not infringe upon any third-party intellectual property rights.

4. Fees and Payment Terms

Fees for Services will be set forth in the applicable SOW. Unless otherwise agreed in writing:

• Invoices are due within 15 days of issuance.
• Late payments may incur a service charge of 1.5% per month on outstanding balances.
• The Client is responsible for all applicable taxes, transfer fees, and third-party costs unless otherwise stated.

5. Confidentiality

Both parties agree to maintain the confidentiality of any proprietary or sensitive information disclosed during the engagement. This obligation survives the termination of this Agreement for a period of five (5) years.

6. Intellectual Property

All deliverables created specifically for the Client under a signed SOW will become the Client's property upon full payment. General methodologies, frameworks, and tools developed by the Company prior to the engagement remain the property of HIWAYTON LLC.

7. Limitation of Liability

To the fullest extent permitted by law, HIWAYTON LLC's total liability arising out of or relating to this Agreement shall not exceed the total fees paid by the Client for the specific engagement giving rise to the claim. In no event shall either party be liable for indirect, incidental, special, consequential, or punitive damages.

8. Termination

Either party may terminate an engagement by providing 30 days' written notice, subject to the refund terms outlined in our Refund Policy. The Client remains liable for all fees incurred up to the effective date of termination.

9. Governing Law

This Agreement shall be governed by and construed in accordance with the laws of the State of Virginia, United States, without regard to its conflict of laws principles.

10. Amendments

This Agreement may only be amended or modified by a written instrument signed by authorized representatives of both parties.

11. Contact Us

If you have any questions about this Customer Agreement, please contact us at contact@hiwayton.com or call +1 (571) 278-7680.