You are entering into a binding agreement with Landwise USA LLC dba Jazz TC to assist with Consulting Services (listed below) for good and valuable consideration payable upon signing of this agreement (or at closing as specified below).
The Client hereby understands, acknowledges, and agrees:
No attorney-client relationship exists. An Attorney may work on your file, draft legal documents, and provide other related services as agreed. No Attorney-Client Relationship exists between Jazz TC and the Client. You and the Attorney working on your file have not established an attorney-client relationship despite any services rendered. The Attorney does not represent you as your legal counsel. The attorney-client privilege does not protect any communications between you and the Jazz TC Attorney who may be working on your file. Such communications might be subject to discovery by third parties. The Client is advised to seek independent legal counsel. This disclaimer is to inform you of the limited nature of the services provided by Jazz TC.
Fees. Jazz TC will provide Consulting Services services at fees and rates listed in the Jazz TC Fee Schedule. Our fees are earned upon delivery of services and all invoices are payable upon receipt. You are responsible for paying our fees even if your transaction does not close through no fault of Jazz TC.
Costs and Fees. The Client is responsible for costs and fees associated with the closing attorney or title company (i.e. recording fees, title policies, note preparation, notaries etc.)
Additional Charges may apply. Separate charges for photocopying and delivery service, research, travel, lodging, search, and filing fees in our statements may apply, given the complexity of the transaction and services requested. Jazz TC will bill you separately, and the Client agrees to pay these charges.
Geographical limitations of Jazz TC Services. If the Client’s transaction requires legal services outside of Florida and Missouri, an attorney licensed in the state where you transact (usually the state where the property is located) must provide the legal services. Please note that this may result in additional costs to close this transaction.
Joint Ventures. The Client agrees that if a group of partners is involved in your transaction, Jazz TC will consult on the joint venture agreement for this transaction. Joint Venture agreements may need review and advice from an attorney, and each Joint Venture partner may need to seek independent legal counsel.
Limited Warranty. All services are provided AS IS. Jazz TC will perform the services using personnel of the required skill, experience, and qualifications and in a professional and workmanlike manner. JAZZ TC DISCLAIMS ALL OTHER WARRANTIES, EITHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE.
Your promise to Jazz TC. You promise to be truthful, prompt, complete, and accurate in communicating with Jazz TC. Given the limitations of our services, you agree to protect, defend, and hold Jazz TC harmless from and against any and all loss, costs, damages, attorney’s fees, and expenses of every kind and nature which Jazz TC may suffer, expend, or incur as a result of this transaction.
Jazz TC does not negotiate on your behalf. The Client acknowledges that Jazz TC is not responsible for negotiating your transaction and will not be able to verify the information provided in the contract is accurate. Your responsibility is to verify that all negotiated terms have been entered into the contract correctly.
Please seek an Underwriter. The Client understands, acknowledges, and agrees that Jazz TC has advised that I/We seek an independent underwriter to review this transaction for accurate revenue projections. Jazz TC is not responsible for verifying the accuracy of your underwriting and will not be responsible for funds lost due to faulty underwriting.
Delays beyond Jazz TC Control. The Client acknowledges that unforeseen circumstances, including but not limited to delays from third parties or uncontrollable events, may postpone the closing process. Such circumstances are beyond Jazz TC's control, encompassing delays from the title company, closing attorney, government agencies, or due to unforeseen disasters. Consequently, we release and hold Jazz TC harmless from failing to close escrow due to these external factors.
Ongoing Communication. The Client agrees that ongoing communication throughout each real estate transaction is essential for performing Jazz TC's services. The Client agrees to provide all requested information and promptly inform Jazz TC of developments.
Agreement Duration. This Agreement shall be effective as of the date signed by the Client and will continue until the earlier of (1) close of escrow on the Property, (2) termination of the Property purchase contract/agreement, or (3) delivery of consulting services deliverables, or (4) the termination of this Agreement by either of the parties as provided herein. All fees are non refundable.
Termination Notice. The Client agrees Jazz TC may terminate this Agreement by giving the Client 24-hour advanced written notice. The Client may terminate this Agreement if Jazz TC fails to cure any default or breach within ten (10) days of receipt of notice of the Client's intent to terminate due to such default or breach.
Deposit. The Client agrees that upon termination of this Agreement by either party, Jazz TC shall retain the deposit, but no further amounts shall be owed to Jazz TC under this Agreement.
Document Copies. The Client agrees that upon termination for any reason, Jazz TC shall provide to the Client all copies, in whole or in part, of the documents that we have filed in connection with this agreement.