Effective Date: December 1, 2024

CONSULTING AGREEMENT
By accessing or using our services, you agree to be bound by these terms and conditions. Please read them carefully.

THIS CONSULTING AGREEMENT (the “Agreement”) is entered between This Way to PA, LLC a Texas Limited Liability Company (hereinafter referred to as “Consultant”), and purchaser (hereinafter referred to as “Client”).  Client and Consultant may hereinafter be referred to as Parties or individually as a Party.

 W I T N E S S E T H:

WHEREAS, Consultant offers certain services in relation to the provision of counseling, consultation, guidance, and support to pre-Physician Assistants/Associates (“PA”), current PA students, and post-graduate PAs; and;

WHEREAS, Client desires to engage Consultant to provide certain services to Client during the Term (as hereinafter defined), and Consultant wishes to be so engaged, all in accordance with the terms and conditions of this Agreement;

NOW, THEREFORE, in consideration of these premises, the mutual covenants and undertakings herein contained, each intending to be legally bound, Consultant and Client covenant and agree as follows: 

  1.  Duties of the Parties.  
    • In consideration of the payments to be made by Client to Consultant as provided herein during the Term of this Agreement, Consultant shall use its commercially reasonable efforts to provide to Client, on a non-exclusive basis, the consulting and related services, more particularly described in Exhibit A attached hereto and incorporated herein by this reference (collectively, the “Services”) in a competent and professional manner.
    • Client acknowledges and agrees that Consultant shall maintain as confidential all material and information provided by Client;
    • Consultant may utilize or otherwise provide employees, contractors, and approved subcontractors (collectively, ” Consultant Personnel”) who shall be qualified to perform the Services and deliver Work Product pursuant to the standards set forth in this Agreement. Should the performance of any Consultant Personnel assigned to any Project not meet the standards of performance in this Agreement, upon the mutual agreement of Client and Consultant, Consultant shall replace that person as soon as reasonably practical. All work performed by the Consultant’s Personnel shall be in accordance with applicable industry standards and any specifications pertinent to the Services and this Agreement.
    • Client’s relationship is with Consultant and not with any specific employee, contractors, or subcontractors that has been engaged by Consultant to perform any part of its obligations under this Agreement.
    • Consultant and Client shall both exercise good faith and make efforts to communicate fully with one another in a timely manner.
    • Client agrees that all information or materials provided to Consultant shall be truthful and accurate.
    • Client agrees that they shall author any written materials and shall not submit any document or other information that has been plagiarized or otherwise infringes upon the copyright of any other individual or entity.
    • Consultant shall not be obligated to edit or revise any work that Consultant believes to have been written, rewritten, or edited by a third party.
    • The Client shall be responsible for the final formatting and submission of any application or supporting materials.
    • Consultant is not obligated to provide any Services for which the Client has not paid.
    • Client acknowledges and agrees that Consultant shall record video sessions for the benefit and review of the Client, and that it may take up to seventy-two (72) hours for the recording to become available for viewing. Consultant shall maintain all recordings for up to one (1) year (365 days) from the date of recording.
  2.   Compensation.
    • As consideration for Consultant’s provision of the Services to Client hereunder, during the Term of this Agreement, Client shall pay to Consultant a fee described on Exhibit A attached hereto and incorporated herein by this reference. 
    • The amounts payable herein shall be paid without deduction for state or federal withholding taxes, social security, or other like sums and, by virtue of Consultant being an independent contractor hereunder, and Consultant alone shall be responsible for the payment of all such taxes and sums levied or assessed with respect to the amounts paid to Consultant hereunder.
  3.  Payment Terms.  With respect to each Project, the Consultant shall be paid as set forth in Exhibit A.  The Client shall identify which services of the Consultant the Client would like to engage the Consultant to perform.  The consultant will provide an invoice or total due to the Client for services to be performed, deliverables, or materials provided as set forth in Exhibit A. The Client shall pay each invoice upon receipt and before the Consultant becomes obligated to perform or provide any Services.
  4.  Term.  The term of this Agreement (the “Term”) shall be for the length of time reasonably necessary to perform the services identified in Exhibit A, unless otherwise earlier terminated pursuant to Section 5.  The Parties specifically acknowledge and agree that unless the Parties agree otherwise if Client has not utilized the Services under this Agreement within six (6) months of the effective date, this Agreement shall expire, and Consultant shall not be obligated to perform any Services and Client shall not be entitled to a refund.
  5.  Termination.  Subject to the respective continuing obligations of the parties hereto, this Agreement may be terminated as follows:
    • The Parties acknowledge and agree that the Consultant must schedule, plan, and coordinate the Services provided under this Agreement. Therefore, once the Consultant has begun to provide such Services, the Client may not terminate this Agreement.   
    • Either Party shall have the right to terminate any particular Service or this Agreement in its entirety upon written notice received by the other Party at least forty-eight (48) hours prior to the commencement of the Services that are to be terminated. If the Client terminates the Service less than forty-eight (48) hours prior to the scheduled commencement, the Consultant shall retain all associated fees. In the event the Consultant cancels the Service less than forty-eight (48) hours prior to the scheduled commencement, the Client shall be entitled to a full refund of all fees paid.
    • Consultant reserves the right to terminate this Agreement immediately in the event of a material breach by Client, including any egregious behavior or misconduct of Client as solely determined by Consultant. The Client shall remain responsible for the compensation due for all Services performed, prepared, and/or provided hereunder prior to the effective date of termination.
    • Notwithstanding the termination of this Agreement, those obligations intended to survive termination of this Agreement shall remain in full force and effect, and all rights as pertain thereto shall remain in force until their expiration, if any, including but not limited to obligations concerning payment, ownership of services, confidentiality and non-solicitation of personnel. Further, all representations, warranties, and indemnification obligations in this Agreement and the provisions concerning intellectual property, limitations of liability, choice of law, and arbitration shall also survive the termination of this Agreement until their expiration, if any.
    • The Parties acknowledge and agree that should the Client arrive more than ten (10) minutes late to any scheduled event, the Consultant reserves the right to immediately cancel this Agreement and retain all associated fees. Furthermore, the Parties agree that no additional time will be added to the scheduled service time due to the Client’s late arrival. In the event that the Consultant arrives more than ten (10) minutes late to any scheduled event, the Client shall have the right to cancel the service, and a full refund of all fees paid will be issued.
    • The Client acknowledges that all required forms and documentation, as detailed in the email provided after purchase, must be submitted at least forty-eight (48) hours prior to the scheduled service appointment. Failure to provide the necessary forms and documentation within this time frame will result in the Consultant’s right to cancel the service, with no refund issued to the Client.
  6. Compensation Upon Expiration or Termination.  In the event of the expiration of this Agreement as provided herein, all compensation paid to Consultant as provided herein through the date of expiration or termination shall be considered fully earned and not subject to refund.
  7. Representations, Disclaimers, and Warranties.
    • The Client specifically acknowledges and agrees that the Consultant has made no representations or warranties regarding any specific outcomes following the use of the Services.
    • Client acknowledges and agrees that due to the subjective nature of PA school application and admission, Consultant does not guarantee any Client will receive an opportunity to interview, an offer of admission, or acceptance to any program.
    • The Client acknowledges and agrees that the Consultant does not guarantee that the Client’s GPA will improve or that the Client will be removed from any type of probationary status.
    • The Client acknowledges and agrees that the Consultant does not guarantee any specific score or improvement on any academic exams, EORs (End of Rotation exams), or PANCE (Physician Assistant National Certifying Exam).
    • Client acknowledges and agrees that due to the subjective nature of each prospective employers’ requirements for job applicants, Consultant does not guarantee Client will receive job interviews, job offers, internships, or other placement opportunities.
    • Consultant does not write letters of recommendation.
    • Consultant does not offer shadowing hours or services.
    • Consultant does not offer any legal advice for job contract reviews.
    • Consultant does not offer tutoring or any preparation for the PA-CAT (Physician Assistant College Admission Test) or general classes (such as biochemistry, statistics, or anatomy and physiology.)
    • The Client acknowledges and grants the Consultant permission to record video of the client during mock interviews for the sole purpose of education and training. The recording is for the client’s personal use only and will not be distributed, sold, shared or made public in any form.
    • By purchasing a service, the Client expressly consents to receive communications via email and text message related to the service, and acknowledges their right to opt out or unsubscribe from such communications at any time, in accordance with applicable laws.
    • CONSULTANT EXPRESSLY DISCLAIMS ANY EXPRESSED OR IMPLIED WARRANTIES OR REPRESENTATIONS THAT ITS SERVICES WILL GUARANTEE THE CLIENT ANY SPECIFIC OUTCOME, INCLUDING BUT NOT LIMITED TO IMPROVED ACADEMIC PERFORMANCE, IMPROVED TEST PERFORMANCE, ADMISSION TO ANY ACADEMIC INSTITUTION, AN OFFER OR CONTRACT OF EMPLOYMENT OR PLACEMENT WITH ANY ENTITY OR ORGANIZATION, OR ANY OTHER PROFESSIONAL OUTCOME.
  8. Warranty Limitations. The representations and warranties set forth in this Agreement are in lieu of all other warranties expressed, implied, or statutory, including, without limitation, warranties of merchantability and fitness for a particular purpose, all of which are expressly disclaimed.  The Consultant has made NO WARRANTIES and specifically disclaims such to the maximum extent permitted by law.
  9. Limitations of Liability. CONSULTANT SHALL NOT BE LIABLE TO CLIENT OF ANY OTHER PERSON OR ENTITY FOR ANY INDIRECT, SPECIAL, GENERAL, INCIDENTAL, PUNITIVE, EXEMPLARY, OR CONSEQUENTIAL DAMAGES OR LOSSES OF ANY KIND WHATSOEVER, WHETHER BASED ON CONTRACT, TORT, EQUITY, OR OTHER LEGAL THEORY THAT MAY BE RELATED TO THE SERVICES PROVIDED UNDER THIS AGREEMENT.  Consultant’s maximum liability for any damages arising out of or related to a breach of this Agreement, whether in contract, tort, equity, or otherwise, shall be limited to the amount paid by Client to Consultant for the Services as set forth on Exhibit B.   THE DISCLAIMER AND LIMITATIONS PROVIDED HEREIN SHALL APPLY TO THE CLIENT’S USE OF ANY OF THE CONSULTANT’S SERVICES, INCLUDING, BUT NOT LIMITED TO, THOSE THAT MAY BE AVAILABLE THROUGH THE CONSULTANT’S WEBSITE.
  10.  Indemnification.  Client shall indemnify and hold harmless Consultant and its members, stakeholders, directors, officers, representatives, employees, agents, and their heirs, executors, administrators, successors, and assigns, from and against any and all actions, causes of action, suits, claims, proceedings, investigations, inquiries and demands of whatsoever nature or kind arising out of or in connection with any breach or threatened breach by Client of any one or more provisions of this Agreement, including but not limited to claims of copyright infringement, as well as from and against any and all claims, damages, liabilities (joint or several), losses, costs, interest, fines, penalties, and expenses, including, without limitation, court costs and reasonable attorneys’ and experts’ fees, in any manner arising out of or in connection with the enforcement of this indemnification.
  11.  Force Majeure.  Any failure or omission by either party hereto in the performance of any obligation under this Agreement shall not be deemed a breach of this Agreement or create any liability if the same arises from any cause or causes beyond the control of such party, including, without limitation, the following, which, for purposes of this Agreement shall be regarded as beyond the control of each of the parties hereto:  acts of God, fire, storm, flood, earthquake, governmental regulation or direction, acts of the public enemy, war, rebellion, insurrection, riot, invasion, strike or lockout; provided, however, that such party shall resume the performance hereof whenever such causes are removed.  Notwithstanding the foregoing, if such party cannot perform under this Agreement for a period of fifteen (15) days due to such cause or causes, the affected party may terminate this Agreement with the non-performing party by providing written notice thereto.
  12. Confidential Information.
    • Confidentiality of Client.  Other than in the performance of this Agreement, neither Consultant nor Consultant’s employees shall use or disclose to any person or entity any Confidential Information of Client (whether in written, oral, electronic, or other form), which is obtained from Client or otherwise prepared or discovered either in the performance of this Agreement, through access to Client, documents, systems and information (collectively, “Confidential Information”), or while on Client’s premises. As used herein, the term “Confidential Information” shall include, without limitation, all information designated by Client in writing as confidential, all information or data concerning or related to Client’s educational performance, personally identifying information or any other information which, if not otherwise described above, is of such a nature that a reasonable person would believe it to be confidential or proprietary.  Consultant will protect the confidentiality of Confidential Information with the same degree of care as Consultant uses for its own confidential information.
    • Access to Information.  Access, if any, to Client’s Confidential Information is granted solely to perform the Services under this Agreement and is limited to that specific Confidential Information, time periods, and Services as agreed to by Client and Consultant from time to time.  Use of Client’s Confidential Information during other time periods or by individuals not authorized by Client is expressly prohibited.  
    • Exclusions for Consultant.  The foregoing confidentiality obligations will not apply to Confidential Information that (1) is already known to Consultant prior to disclosure by Client; (2) is or becomes a matter of public knowledge through no fault of Consultant; (3) is rightfully received by Consultant from a third party not known by Consultant to be bound by a duty of confidentiality with respect to such information; (4) is independently developed by Consultant; (5) is disclosed under operation of law; or (6) is disclosed by Consultant with the prior written approval of Client.      
    • Continuing Obligations. Unless otherwise agreed in writing, the obligations under this Section shall continue for a period of three (3) years from the termination or expiration of this Agreement.
  13. Equitable Remedies.  In the event of a violation or threatened violation of the covenants and agreements contained in this Agreement, the aggrieved party, in addition to and not in limitation of any other rights, remedies, or damages available at law or in equity, shall be entitled to seek equitable relief in a court of equity, including a temporary and permanent injunction against the other, or such other equitable relief as may be appropriate, including an order of specific performance.  Consultant agrees that his obligations under this Agreement are of a unique character that gives them particular value; Consultant’s breach of any of such obligations will result in irreparable and continuing damage to Client, for which there will be no adequate remedy at law; and, in the event of such breach, Client will be entitled to injunctive relief and/or a decree for specific performance, and such other and further relief as may be proper (including monetary damages if appropriate).
  14. Notices.  Any notice, request, consent, demand, offer, acceptance, or other communications required or permitted under this Agreement shall be made in writing and shall be deemed to have been duly given if personally delivered or if mailed by registered or certified mail, postage prepaid, return receipt requested (and shall be deemed delivered on the date received for delivery by the Postal Service whether or not accepted), or by telefax, telecopier, electronic mail or similar transmission on the date received (provided there is verification of delivery), or by overnight delivery service, charges prepaid, on the date received, addressed to the parties hereto at their respective addresses or to such other address or addresses and to the attention of such other person or persons as either of the parties hereto may notify the other in accordance with the provisions of this Agreement.
  15. Governing Law.  This Agreement shall be governed by, and construed and enforced in accordance with, the laws of the State of Texas, without giving effect to the conflicts of laws principles thereof.
  16.  Modification.  No provision of this Agreement may be modified, amended, waived, superseded, or discharged unless such modification, amendment, waiver, supersedure, or discharge is by written Agreement executed by Consultant and Client. 
  17.  Severability. If any portion of this Agreement is held by a court of competent jurisdiction to conflict with any federal, state, or local law or to be otherwise invalid or unenforceable, such portion of this Agreement shall be of no force or effect, and this Agreement shall otherwise remain in full force and effect, and be construed as if such portion had not been included in this Agreement.  The provisions of this Agreement are severable, and in the event that any provision, clause, sentence, section, or part thereof is held to be invalid, illegal, unconstitutional, inapplicable, or unenforceable to any person or circumstances, such invalidity, illegality, unconstitutionality, inapplicability, or unenforceability shall not affect or impair any of the remaining provisions, sentences, clauses, sections, or parts of the Agreement.  It is understood and agreed that the terms, conditions, and covenants of this Agreement would have been made by both parties if such invalid, illegal, unconstitutional, inapplicable, or unenforceable provision, sentence, clause, section, or part had not been included therein to the extent that portion of this Agreement may be invalid by striking certain words or phrases, such words or phrases shall be deemed to be stricken and the remainder of the provisions and the remainder of the other portions of this Agreement shall remain in full force and effect.  It is further agreed that this Agreement may be executed in counterparts, each of which, when considered together, shall constitute the original contract.
  18.  Headings.  The section and paragraph headings in this Agreement are inserted for convenience only and are in no way intended to describe, interpret, define, or limit the scope, extent, or intent of this Agreement or any provision hereof.
  19.  Assignment.  Neither party shall have the right to assign its rights or delegate its duties hereunder without the prior written consent of the other party, provided that any party delegating any duties remains liable for the performance thereof.  Subject to the foregoing limits, this Agreement shall be binding upon and shall inure to the benefit of the parties and their respective successors and assigns. 
  20. Entire Agreement.  This document and any attachments constitute the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes all prior agreements, understandings, promises, representations, and arrangements, oral or written, if any, between the parties hereto with respect to the subject matter hereof. 
  21. Waiver.  Any term or provision of this Agreement may be waived at any time by the party entitled to the benefit thereof by a written instrument executed by such party.  The waiver of any term or provision of this Agreement, which must be by written instrument executed by such party, shall not operate as or be construed to be a waiver of any other term or provision of this Agreement.  The waiver of a breach of any term or provision of this Agreement, which must also be by written instrument executed by such party, shall not operate as or be construed to be a waiver of any other previous or subsequent breach of this Agreement.  Failure of either party to complain of any act or omission on the part of the other party, no matter how long the same may continue, shall not be deemed to be a waiver of said party to any of its rights hereunder.  No failure of either party hereto to exercise any power or right granted hereunder or to insist upon strict compliance with any obligation hereunder, and no custom or practice of the parties with regard to the terms of performance hereof, shall constitute a waiver of the rights of such party to demand full and exact compliance with the terms of this Agreement.  No waiver by either party at any time, express or implied, of any breach of any provision of this Agreement shall be deemed a waiver of a breach of any other provision.  If any action by either party shall require the consent or approval of the other party, the other party’s consent to or approval of such action on any one occasion shall not be deemed a consent to or approval of said action on any subsequent occasion or consent to or approval of any other action.
  22.  Time of Essence.  Time is of the essence of this Agreement.
  23.  Counterparts.  This Agreement may be executed in counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same agreement.  Executed counterparts may be delivered via electronic transmission with such having the same force and effect as an original.

IN WITNESS WHEREOF, Consultant and Client have each caused this Agreement to be executed and delivered by its duly authorized officer, effective as of the date and time of the service purchase agreement.

EXHIBIT A: SCHEDULE OF SERVICES AND COMPENSATION

Consultant shall provide guidance and advice in the following areas:

PRE-PA SERVICES: 

Pre-PA Counseling: $99

  • Service includes a 60-minute strategy session via phone or video offering pre-PA related advice and answering any pre-PA-related questions, including (but not limited to) candidacy evaluation, application strategy and assistance, improving GPA/GRE scores, patient care and volunteer hours, timeline approach, and reapplication strategies and improvement (if necessary).
  • This service does not include essay editing, interview preparation or CASPA review.

Pre-PA Essay Editing: $149

  • Service includes an 30-minute brainstorming session/strategy call on how to write/improve the essays for admissions AND three (3) revisions/edits of one (1) essay.
  • Client may select which essay they want reviewed (CASPA, supplemental application essay, etc.) but the essay may not be changed once the editing process has begun. There is no word limit for any essay.
  • The Consultant will strive to return essay edits as quickly as possible, generally within a few days of submission; however, the Consultant does not guarantee a turnaround time of less than seven (7) days. If the revisions have not been returned within seven (7) full days after confirmed receipt, a full refund will be issued.
  • This service does not include any PA counseling, interview prep or CASPA review.

Interview Prep: $129

  • Service includes a 1-hour recorded interview session via video (15 minutes of which will be dedicated to introduction, constructive feedback and helpful tips).
  • The applicant can download and review for up to 1 year (365 days,) at which point it may be deleted or inaccessible.
  • This session will be conducted in a similar way to a one-on-one or MMI interview.
  • The client will decide which interview style they prefer (one-on-one or MMI).
  • Additional services may include, but are not limited to: refining applicant’s answers to common interview questions, tips for appearing and sounding professional, and preparing adaptable stories for different interview questions.
  • Consultant cannot guarantee that Consultant will review all potential questions that could be asked in the official interview.
  • This service does not include pre-PA counseling, essay editing or CASPA review.

CASPA Review: $499

  • Service includes review of all CASPA sections, including content, grammar, etc., Service includes an 30-minute brainstorming session/strategy call on how to write/improve the essays for admissions AND three (3) revisions/edits of one (1) essay.
  • This does not include review of supplemental applications. Each supplemental application review will be charged as a Pre-PA Essay Edit service.
  • The Consultant will strive to return edits as quickly as possible, generally within a few days of submission; however, the Consultant does not guarantee a turnaround time of less than seven (7) days. If the edits have not been returned within seven (7) full days after confirmed receipt, a full refund will be issued.
  • This service does not include pre-PA counseling or interview preparation. It does include a pre-PA essay edit service.

CURRENT PA SERVICES:

Didactic year Support: $119 

  • Service includes Phone or Video session to address any questions or concerns related to didactic year, including (but not limited to) preparation for didactic year, organizational support, test-taking skills and study tips, subject tutoring, mental health support, guidance and resources, techniques for surviving PA school, etc.
  • This service does not include any clinical year support services.

Clinical Year Support: $119 

  • Service includes Phone or video session to address any questions or concerns related to the clinical year, including (but not limited to) EOR (End of Rotation) exam preparation, studying and test-taking techniques, EOR/PANCE tutoring, strategies for choosing rotations, tips for how to get the most out of rotations, including questions to ask, guidance and preparation, how to find rotations, and mental health support and resources.
  • This service does not include didactic year support services.

GRADUATE PA SERVICES:

Graduate PA Counseling:  $119 

  • This 60-minute service will be specific and personalized to the individual but can include requirements for state licensing, strategies for job searching, how to stand out as an applicant, how to find a job the applicant wants and will be happy in, various red flags in a job to be aware of, as well as things that a PA job should provide.
  • Consultant does not guarantee a job offer/position
  • This service does not include resume/cover letter editing or job interview preparation


Resume/Cover Letter Editing: $149

  • Service includes up to three (3) edits of a resume and up to three (3) edits of one (1) cover letter
  • Includes an 30-minute phone session to discuss jobs, resume and cover letter
  • The Consultant will strive to return edits as quickly as possible, generally within a few days of submission; however, the Consultant does not guarantee a turnaround time of less than seven (7) days. A full refund will be issued if the edits have not been returned within seven (7) full days after confirmed receipt.
  • Consultant does not guarantee a job offer/position
  • This service does not include graduate PA counseling or job interview preparation


Job Interview Prep: $129 

  • Service includes a 1-hour recorded interview session via video that the applicant has the ability to download and review for up to 1 year (365 days).
  • Session will focus on practicing interview questions, discussing important questions to ask on the job, red flags, job duty clarifications, and contract considerations..
  • Consultant does not guarantee a job offer/position
  • This service does not include graduate PA counseling or resume/cover letter editing 

 

Services

© 2024 All Rights Reserved.