Consulting Service Agreement

Oculus Hospitality Training & Business Solutions Inc.

This Consulting Service Agreement (the “Agreement”) is made effective as of August 7, 2026 (the “Effective Date”), between Oculus Hospitality Training & Business Solutions Inc. (“Oculus”), of Suite 170-422 Richards Street, Vancouver, British Columbia, Canada, V6B 2Z4, and Peak Sales Recruiting Inc. (the “Client”), of 430 Hazeldean Road, Unit 6, Kanata, Ontario, Canada, K2L 1T9. The parties agree as follows:

1. DEFINITIONS

1.1 Definitions. In this Consulting Service Agreement:

(a) "Agreement" means this Consulting Service Agreement;

(b) "Consulting Services" means the services to be provided by Oculus to Client pursuant to this Agreement, and as set out in Exhibit "A" to this Agreement;

(c) "Fees" mean the fees to be paid by Client to Oculus in consideration for the Consulting Services;

(d) "Training Portal" means online access to online learning, certifications, and reports through the Oculus Learning Management System;

(e) "Webinar" means online access to live, trainer-led learning provided over the internet;

(f) "Oculus Website" means Oculus' active company website such as www.oculus.training or www.oculustraining.com;

(g) "Types of Discrimination" means discrimination based on race, color, national origin, ethnic background, gender, gender identity, or gender expression, religious beliefs or practices, age, physical or mental abilities, sexual orientation or preferences and any legally protected characteristic not explicitly mentioned above;

(h) "Aggression" means any intentional or unintentional, harmful, or hostile action, whether physical, verbal, or psychological, directed towards any representative of Oculus. This includes, but is not limited to, physical assault, verbal abuse, threats, intimidation, harassment, or any other behaviour that poses a risk to the representative's safety, well-being, or professional environment;

(i) "No Show" means Client did not attend a scheduled and confirmed Consulting Service. The Client did not provide advanced notice of cancellation of the Consulting Service;

(j) "Overages" means the services to be provided by Oculus to Client as requested and approved by Client in writing, by email, through the Oculus Website, or as deemed approved under Section 6.7(g);

(k) "Prepaid Fees" means the total Fees for the Consulting Services set out in Exhibit "A", which Client pays in full at the start of the Term under Section 3.2;

(l) intentionally omitted;

(m) "Expenses" means the out-of-pocket costs Oculus incurs in delivering the Consulting Services and that Client approves in advance, as set out in Section 7;

(n) "Confidential Information" means non-public information that one party (the disclosing party) gives to or makes available to the other party (the receiving party) in connection with this Agreement, in any form, whether or not marked confidential, that a reasonable person would understand to be confidential. For Client as disclosing party, Confidential Information expressly includes sensitive workplace information, human-resources records, complaint, grievance, investigation, and incident information, and attendee personal data shared with or seen by Oculus during the Consulting Services. For Oculus as disclosing party, Confidential Information includes the confidential information identified as Oculus' exclusive property in Section 9.1, and this definition does not reduce that protection;

(o) intentionally omitted;

(p) "Consumer" means a Client, or an individual signer, who enters into this Agreement primarily for personal, family, or household purposes rather than for business purposes.

2. CONSULTING SERVICES

2.1 Consulting Services. Oculus shall provide the Consulting Services to Client.

2.2 Amendment of Consulting Services. The Consulting Services may be amended by the written agreement of the parties.

2.3 Services Non-Exclusive. Client acknowledges and agrees that Oculus provides the Consulting Services to Client on a non-exclusive basis, and that Oculus may provide such services to clients other than Client.

3. FEES

3.1 Fees. In consideration for Oculus providing the Consulting Services to Client, Client shall pay the Fees to Oculus for all Consulting Services set out in Exhibit "A" to this Agreement and any approved consulting overage Fees.

3.2 Payment of Fees. The Fees for the Consulting Services are payable in full at the start of the Term, as follows:

(a) On execution of this Agreement, Oculus shall invoice Client for 100% of the total Fees set out in Exhibit "A", being the Prepaid Fees, and Client shall pay that invoice in full on receipt, notwithstanding Section 3.3, before the Consulting Services begin. Oculus is not obligated to begin, schedule, or reserve any Consulting Services until the Prepaid Fees are received in full.

(b) Fees for Overages and additional Consulting Services are not included in the Prepaid Fees. Once approved by Client in writing (including by email or through the Oculus Website), or deemed approved under Section 6.7(g), they are invoiced as they are approved or delivered, at the rates set out in Section 6.7(g), and are payable under Section 6.7(g), notwithstanding Section 3.3.

(c) The prepayment sets the timing of payment for the Consulting Services in Exhibit "A". It does not reduce the total amount owed for approved Overages and additional Consulting Services, and it is not a cap on them.

(d) Notwithstanding Section 3.3, if any invoice for approved Overages or additional Consulting Services is past due, Oculus may pause or suspend the Consulting Services, in whole or in part, until it is paid, provided that Oculus shall not suspend until at least 5 business days after written notice to Client of the past-due amount. A suspension under this Section is not a termination of this Agreement, and the Term continues to run during it. Oculus is not responsible for any delay, rescheduling, or loss of Consulting Services caused by a suspension under this Section, except to the extent the suspension results from Oculus' own breach or from an error by Oculus in the invoiced amount.

(e) At the end of the Consulting Services or on termination, Oculus shall invoice any amounts owing for approved Overages, additional Consulting Services, Expenses, surcharges, or other amounts Client owes under this Agreement, payable on receipt, notwithstanding Section 3.3. Except as provided in Section 6.2, the Prepaid Fees are not refundable, and no refund or credit is given for Consulting Services that Client has not scheduled or used, consistent with Sections 5.2, 6.2, and 6.4. The non-refundability and expiry provisions in this Section 3.2(e) do not apply where this Agreement is terminated by Oculus under Section 5.1(c), or as a result of Oculus' default, bankruptcy, liquidation, or cessation of business under Sections 5.1(a) or 5.1(b), or where Oculus is otherwise unable to deliver Consulting Services that Client requested in accordance with Section 6.1; in those cases Oculus shall refund the Prepaid Fees for the Consulting Services not delivered. If the Term renews under this Agreement, unused Consulting Services carry forward only as set out in Section 6.2 and Exhibit "A". If the Term does not renew, unused Consulting Services expire at the end of the Term and are void, with no refund or credit. No amount is applied or deducted more than once. Unless applicable law requires otherwise, Oculus may hold and commingle prepaid amounts with its general funds and is not required to hold them in trust or a separate account.

3.3 Terms and Conditions of Payment. Client shall remit payment to Oculus within 30 days from the invoice date. If Oculus provides Client written notice that its account is past due, Oculus, in its sole discretion, may suspend Consulting Services if Client does not bring its account current within 30 days from the date of such notice. In such instances, Oculus shall resume Consulting Services only when all past due amounts are paid in full by Client. Client remains responsible for any ongoing account-related charges during the suspension period. Past due accounts will be charged a late processing fee of 10% per invoice and an administration fee of $75.00 per invoice.

3.4 Method of Payment. Client may pay by cheque, bank draft, bank transfer, or, where Oculus accepts it, credit card. Expenses paid by credit card incur a 5% card handling fee, as set out in Section 7.2; Client can avoid this fee entirely by paying by cheque, bank draft, or bank transfer. No card handling fee applies to Fees or Overages. Where the total Fees set out in Exhibit "A" exceed 10,000 in the Contract Currency, payment of those Fees must be made by bank transfer, bank draft, or cheque.

3.5 Currency. All Fees, Overages, Expenses, surcharges, and other amounts under this Agreement are stated, invoiced, and payable in the Contract Currency. The "Contract Currency" is the currency in which Oculus' pricing was presented to Client on the Oculus Website at the time this Agreement was entered into, as recorded in Exhibit "A". Where this Agreement states an amount with a currency symbol, that amount is an amount in the Contract Currency. Where the Oculus Website publishes rates in more than one currency, the published rate in the Contract Currency applies to any Overage or additional Consulting Service under Section 6.7. Where no then-current rate for a service is published in the Contract Currency, Oculus shall quote the rate in the Contract Currency before the service is ordered or scheduled.

4. TERM AND RENEWAL

4.1 Term. This Agreement shall commence on the Effective Date and shall continue until the earlier of:

(a) 12 months from the Effective Date ("Term"); or

(b) The length of the subscription option selected on www.oculus.training on the Effective Date ("Term"); or

(c) Early termination of this Agreement before the end of the Term, as set out herein.

5. TERMINATION

5.1 Termination. This Agreement may be terminated as follows:

(a) If either party is in default of its obligations under this Agreement, the non-defaulting party may provide written notice of the same to the defaulting party, and this Agreement will terminate 30 days thereafter unless the default has been cured within such 30-day period.

(b) If either party files for protection under bankruptcy or other similar laws, makes an assignment for the benefit of creditors, is liquidated, or otherwise ceases to do business, then this Agreement will terminate immediately with written notification.

(c) Either party may terminate this Agreement by providing 60-days advance written notice of termination to the other party.

5.2 Payment of Fees and Expenses on Termination. Notwithstanding any other provision of this Agreement, if this Agreement is terminated pursuant to this section, other than in the case of: (a) express termination by Oculus; or (b) default, bankruptcy, liquidation, or cessation of business by Oculus, the following provisions shall apply:

(i) Client shall reimburse Oculus for all outstanding Expenses incurred by Oculus in accordance with the provisions of this Agreement, including such expenses as are incurred by Oculus up to and including the date of termination, including those incurred during the 60-day advance notice period of termination;

(ii) Client shall pay Oculus for all Consulting Services which have been contracted in Exhibit "A";

(iii) Client shall pay Oculus for all Consulting Services and Overages that have been requested in writing.

(iv) Client acknowledges and agrees that Client's obligations to Oculus in this section are reasonable, and are based upon a genuine pre-estimate of Oculus' losses as a result of early termination of this Agreement (as set out in this section), including: (A) administrative costs; (B) loss of available days for other clients through scheduled Consulting Services with Client; (C) liabilities to third party vendors and contractors; and (D) cost of time and preparation, and do not constitute a penalty.

5.3 Terms and Conditions of Termination. The exercise by either party of any rights under this section shall be without prejudice to any other rights which such party may have in law or equity, under this Agreement or otherwise. Termination of this Agreement under this section will not relieve Client of its obligation to pay: (a) all Fees for Consulting Services and Overages provided by Oculus up to and including the date of termination; and (b) all Fees for Consulting Services and Overages scheduled up to and including the date of termination, as provided in this section, and whether or not Client has established a credit account with Oculus.

6. SCHEDULING OF CONSULTING SERVICES

6.1 Scheduling. (A) Client shall pre-schedule all In-Person Live Training Consulting Services with Oculus. Client shall give Oculus 45 business days' written notice that Client requires Consulting Services on a certain date, except if a greater period of notice is required, as set out in Exhibit "A" to this Agreement. (B) Client shall pre-schedule all Webinar Consulting Services with Oculus. Client shall give Oculus 15 business days' written notice that Client requires Consulting Services on a certain date, except if a greater period of notice is required, as set out in Exhibit "A" to this Agreement. (C) Oculus shall pre-schedule all Mystery Shopping Consulting Services at the start of the Term. To change Mystery Shopping schedule or to schedule Coaching Calls, Client shall give Oculus 60 days' written notice that Client requires Consulting Services on a certain date, except if a greater period of notice is required, as set out in Exhibit "A" to this Agreement.

6.2 Consulting Services to be Used During Term. Client must schedule and use all Consulting Services during the Term, unless the Term is renewed pursuant to this Agreement. Should the Term renew pursuant to this Agreement, Client may carry forward 50% of Client's unused purchased Webinars, Live Training and E-learning Video Consulting Services from the Term into the following term, subject to the terms and conditions set out in Exhibit "A" hereto.

6.3 Accommodating Scheduling Requests. Oculus shall make reasonable efforts to fulfill Client's scheduling requests. Scheduling is managed on a first-come, first-serve basis, and subject to availability at the time of scheduling. Client acknowledges and agrees that Oculus shall not be required to provide Consulting Services on each date and at each time requested by Client. (a) Client agrees that web-based training requires a minimum preparation time of 15 business days unless a priority rush service has been selected. (b) Client agrees that in-person training requires a minimum preparation time of 45 business days unless a priority rush service has been selected.

6.4 Rescheduling, Cancellation and No Show. The following provisions apply to Client's requests to reschedule or cancel scheduled Consulting Services: (a) If Client requests change to scheduled Consulting Services within 30 days of scheduling same with Oculus, and the date on which Client requests change is more than 45 days before the date on which Consulting Services are to be provided, Client may reschedule Consulting Services to a different date during the Term. (b) If Client requests change to scheduled Consulting Services more than 30 days after scheduling same with Oculus, and the date on which Client requests change is more than 45 days before the date on which Consulting Services are to be provided, Client may reschedule Consulting Services to a different date during the Term, subject to the following restrictions: (i) Client must provide Oculus with the date during the Term on which Client wishes to reschedule Consulting Services at the time of the rescheduling request; (ii) Client may reschedule scheduled Consulting Services once only, and Client may not alter rescheduled Consulting Services again; and (iii) If Client cancels rescheduled Consulting Services, Client shall pay Oculus Fees and Expenses in respect of the canceled Consulting Services. (c) If Client cancels scheduled Consulting Services, Client shall pay Oculus all Fees and Expenses in respect of the canceled Consulting Services. Client acknowledges and agrees that Client is not entitled to a refund of Fees for services which are canceled less than 45 days from the date on which they are scheduled to be provided. (d) If Client does not attend ("No Show") scheduled Consulting Services within 20 minutes of confirmed start time, Consulting Services will be considered complete. Client acknowledges and agrees that Client is not entitled to a refund of Fees due to No Show. (e) Client can request a delayed start time on the day of the scheduled consulting. Client understands that all scheduled consulting services will end at the original schedule end time. Client acknowledges and agrees that Client is not entitled to a refund of Fees due to delayed start times.

6.5 Expenses for Canceled Consulting Services. In the event that Client cancels or reschedules scheduled Consulting Services, Client shall reimburse Oculus for all expenses incurred by Oculus and its employees, agents, or contractors, in connection with the canceled or rescheduled Consulting Services, including, but not limited to, costs of preparation as provided in this Agreement.

6.6 Restrictions on Consulting Services. Oculus' training services are available between Monday and Friday, from 8:00 AM to 5:00 PM during local Client time. Coaching Calls services are available between Monday and Friday, from 8:00 AM to 4:00 PM, local Client time. Mystery Shopping services are available between 5:00 AM to 2:00 AM local Client time. (a) All in-person Consulting Services must be scheduled and consumed by Client in minimum 4-hour blocks. If on-site Consulting Services are scheduled or consumed in quantity of less than 4 hours, Client acknowledges and agrees that Client's account shall be debited a minimum of 4 hours in respect of such Consulting Services. (b) All web-based Consulting Services must be scheduled and consumed by Client in minimum 1-hour blocks. If web-based Consulting Services are scheduled or consumed in quantity of less than 1 hour, Client acknowledges and agrees that Client's account shall be debited a minimum of 1 hour in respect of such Consulting Services. (c) All Coaching Call Consulting Services include a maximum of 20 minutes of consulting time. Client acknowledges and agrees that Client's account shall be debited 1 coaching call for every 20 minutes of consulting time. (d) Any purchased Consecutive Sessions must be used within 24 hours of the original Consulting Services. (e) If Client schedules in-person Consulting Services on Saturdays, Sundays, public holidays, or after 6:00 PM (local Client time) on any day, Client understands that an additional surcharge of $888.00 per session will apply, in addition to any other surcharge levied under this paragraph. (f) If Client schedules web-based Consulting services on Saturdays, Sundays, public holidays, or after 5:00 PM (local Client time) on any day, Client understands that an additional surcharge of $288.00 per session will apply, in addition to any other surcharge levied under this paragraph. (g) If Client schedules Oculus Coaching Calls services on Saturdays, Sundays, public holidays, between the hours of 4:01 PM and 11:45 PM (local Client time) on any day, an additional surcharge of 1 call credit will apply, in addition to any other surcharge levied under this paragraph. (h) Client agrees to provide Oculus training staff a minimum undisturbed break time of 60 minutes between every 4 hours of consulting time.

6.7 Consulting Services Overages and Additions. Client may request additional Consulting Services above the allocation listed in Exhibit A. (a) Except where approval is deemed given under Section 6.7(g), Client shall provide written or email approval to Oculus before the rendering of any additional service. (b) Client shall indicate a limit for any additional Consulting Service. Consulting Services Overages will be restricted to 60 minutes when no limit has been indicated, except where an Overage is deemed approved under Section 6.7(g), in which case the scheduled duration of the service applies. (c) intentionally omitted. (d) Overage rates are set out in Section 6.7(g). (e) Client acknowledges that any time-based service overage will be billed in 10-minute segments. (f) Overtime scheduling is subject to availability, and acceptance is at the discretion of the Oculus team member. (g) Overages and additional Consulting Services are charged at Oculus' then-current published rates for the applicable service on the Oculus Website, in the Contract Currency, as at the date Client approves the Overage or additional Consulting Service, or, where no rate is published for a service, at the rate Oculus quotes and Client approves in writing. Oculus shall state the applicable rate, or make it available to Client, before or at the time of Client's approval. Where the Consulting Services of the applicable type set out in Exhibit "A" have been delivered, scheduled, or used in full, or where a requested service is not included in Exhibit "A", any further services Client requests are Overages, and Client's scheduling or request of any training, coaching, call, or other service, whether made in writing, by email, through the Oculus Website, through a scheduling or booking system, or directly with a trainer or other Oculus personnel, is deemed Client's confirmation and approval of that Overage or additional Consulting Service and of the applicable rate under this Section, with no further approval required. Deemed approval applies only where a then-current rate for the service is published on the Oculus Website in the Contract Currency; otherwise Client's written approval of Oculus' quoted rate is required before the service is delivered. Client is responsible for ensuring that only persons it authorizes schedule or request services on its behalf, and a scheduling or request made by Client's personnel (its employees, contractors, and agents) is deemed made on Client's behalf. All Overage and additional Consulting Services Fees are invoiced on approval or delivery and are immediately payable. (h) Client agrees that the terms of this agreement will apply to any Overages or additional Consulting Services.

7. EXPENSES

7.1 No Expenses or Travel. The Consulting Services under this Agreement are delivered online. No travel is contemplated and no travel-related amounts are payable under this Agreement. Oculus shall not charge Client any Expenses under this Agreement unless Client approves the Expense in writing in advance; any Expense so approved is invoiced at cost and is payable under Section 3.3.

7.2 Card Handling Fee. Any expense invoice paid by credit card will incur a 5% card handling fee. Client can avoid this fee entirely by paying by cheque, bank draft, or bank transfer.

8. RESULTS OF CONSULTING SERVICES

8.1 Oculus Use of Data. Client acknowledges and agrees that Oculus may prepare and use testimonials, case studies, press releases, and other marketing materials describing the Consulting Services provided to Client and related results and successes. Oculus shall obtain Client's final written approval prior to public use.

8.2 Limitation on Use by Client. Client acknowledges and agrees that Client shall use results from Consulting Services provided by Oculus solely for measuring Client's overall performances and not those of individual employees or Oculus employees, agents, and/or contractors.

8.3 Recording. Client acknowledges and agrees that Client or Client's learners shall not make any video or audio recordings, take screenshots or photos of any component of Consulting Services or Oculus staff without prior written consent.

8.4 Indemnity. Client will indemnify and hold Oculus and its directors, officers, employees, servants and agents harmless of, from and against all claims, liabilities, losses, damages, demands, expenses (including legal expenses calculated as between a solicitor and his or her own client), costs, obligations, actions and causes of action of every kind and nature whatsoever that may be asserted, made or brought against or incurred, suffered or sustained by Oculus for and in respect of injury, loss, or damage to any person whomsoever, and injury, damage, or loss or destruction of any property arising from the Client's use, or use by the Client's employees, agents, or contractors, of the results of the Consulting Services. This indemnity will survive termination of this Agreement, however caused (whether this Agreement is terminated by Oculus or Client and whether with or without cause or in breach of this Agreement).

8.5 Disclaimer. Oculus Hospitality Training & Business Solutions Inc. ("Oculus") makes no warranties, express or implied, regarding its consulting services, training services, e-learning services, and/or any other services provided ("Services"). Oculus does not guarantee the Services, and provides the Services "as is" for informational and educational purposes only, without representations, warranties, or conditions of any kind, whether express or implied, arising from statute or otherwise, including, without limitation, implied warranties or conditions of fitness for a particular purpose or use, or non-infringement. The Services are not intended to provide legal, accounting or tax advice and should not be relied upon in that respect. Oculus makes every effort to ensure the Services are accurate and reliable, but the Services are not global standards, and are recommended methods based on Oculus' own research, experience, and best practices. Oculus makes no representations or warranties concerning the accuracy, completeness, or reliability of the Services or of any information contained in any materials or websites provided by Oculus. In no event shall Oculus, its officers, affiliates, agents, licensors, or employees ("Representatives") be liable to any party for direct, indirect, incidental, special, consequential, or any other losses or damages whatsoever, including but not limited to lost revenue, failure to realize expected savings, failure to realize an expected increase in sales or profits, or other commercial or economic loss, or any other damages of any kind, whether based in contract, tort (including negligence) or any other theory of liability, incurred in connection with the provision of the Services. The foregoing limitation shall apply even if Oculus or its Representatives have been advised or should have known of the possibility of such damage.

9. OWNERSHIP OF MATERIALS AND RESTRICTIONS ON USE

9.1 Confidential Information. Client recognizes and acknowledges that Oculus possesses certain confidential information that constitutes a valuable, special, and unique asset. As used herein, the term "confidential information" includes all information and materials belonging to, used by, or in the possession of Oculus relating to its products, processes, services, technology, inventions, patents, ideas, contracts, financial information, developments, business strategies, pricing, current and prospective customers, marketing plans, and trade secrets of every kind and character, including consulting equations and methodologies, and marketing materials, but shall not include (a) information that was already within the public domain at the time the information is acquired by or made known to Client, or (b) information that subsequently becomes public through no act or omission of Client. Client agrees that all of the confidential information is and shall continue to be the exclusive property of Oculus, whether or not prepared in whole or in part by Client and whether or not disclosed to or entrusted to Client's custody. The confidential information has tangible value, is the intellectual property of Oculus, and is protected by law, including without limitation Canadian copyright laws. Client agrees that Client shall not, at any time following the execution of this Agreement, use or disclose in any manner any confidential information of the Oculus, including forwarding, copying, transferring, transmitting, or relaying confidential information of Oculus to any third party without the express prior written consent of Oculus. Client acknowledges and agrees that it will maintain the Proprietary Information and use it only as permitted under this Agreement, and following the termination of this Agreement, Client shall cease use of the confidential information and may not copy, replicate, disclose or create derivative works thereof for use by Client or its employees.

9.2 Unauthorized Use. Client may not: (a) make any Consulting Service or Content available to, or use any Consulting Service or Content for the benefit of, anyone other than Client or Client's Users. (i) Client acknowledges and agrees that Client shall pay a non-refundable charge of $3588 per unauthorized user, per year for each unlicensed user who accesses In-Person Live Training, in addition to all Fees and Expenses set out in this Agreement. (ii) Client acknowledges and agrees that Client shall pay a non-refundable charge of $888 per user per webinar for each unlicensed user who accesses any Webinar or Training Portal, in addition to all Fees and Expenses set out in this Agreement. (b) permit, allow, or facilitate access or use of the webinar by any party other than Client. (c) sell, resell, license, sublicense, distribute, rent, or lease any Consulting Service or Content. (d) use a Service to store or transmit infringing, libellous, or otherwise unlawful or tortious material, or to store or transmit material in violation of third-party privacy rights. (e) attempt to gain unauthorized access to any Consulting Service or Content or its related systems or networks. (f) permit direct or indirect access to or use of any Consulting Service or Content in a way that circumvents a contractual usage limit. (g) copy or record a Consulting Service or any Content, part, feature, function or user interface thereof. (h) frame or mirror any part of any Consulting Service or Content, other than framing for Client's own internal business purposes or as permitted within contracted terms.

9.3 Injunctive Relief. Client acknowledges that a breach of paragraph 9.1 and 9.2 of this Agreement by Client may cause irreparable harm to Oculus which may be difficult or impossible to ascertain, and that an award of damages may not be a sufficient remedy for such breach. Accordingly, Client acknowledges and agrees that Oculus shall be entitled to specific performance of this Agreement and an injunction to prevent any breach or threatened breach of this Agreement. Such remedies are cumulative and in addition to any other remedy otherwise available at law or in equity, including damages.

9.4 Mutual Confidentiality.

(a) Existing Oculus protection preserved. Sections 9.1 to 9.3 remain in full effect. Nothing in this Section 9.4 reduces, replaces, or weakens Oculus' rights in its confidential information, and the survival period in this Section does not shorten the protection of Oculus' confidential information under Section 9.1, which continues for as long as that information remains confidential.

(b) Reciprocal duty. In addition, each party, as receiving party, shall keep the other party's Confidential Information confidential, shall use it only to perform or receive the Consulting Services under this Agreement, and shall not disclose it to any third party except to its own staff, contractors, and advisors who need it and who are bound by confidentiality obligations at least as protective as these. Each party shall protect the other's Confidential Information using at least the same care it uses for its own confidential information, and no less than a reasonable standard of care.

(c) Client's sensitive information. The parties acknowledge that, during the Consulting Services, Oculus may receive Confidential Information of Client that is especially sensitive, including workplace, human resources, complaint, grievance, investigation, and incident information, and attendee personal data, including information shared with or seen by Oculus during sensitivity training, harassment prevention training, and respectful workplace training. Oculus shall treat all such information as Client's Confidential Information and shall handle attendee personal data in line with Section 14 (Data Protection).

(d) Exceptions. Confidential Information does not include information that the receiving party can show: (i) was already public, or later becomes public, through no breach of this Agreement; (ii) the receiving party already knew, free of any duty of confidence, before disclosure; (iii) the receiving party independently developed without using the disclosing party's Confidential Information; or (iv) the receiving party rightfully received from a third party free to disclose it. These exceptions do not apply to personal data, which remains governed by Section 14. If the receiving party is required by law or by a court or regulator to disclose Confidential Information, it may do so only to the extent required and, where lawful, after prompt notice to the disclosing party.

(e) Survival. The obligations in this Section continue for 3 years after this Agreement ends for ordinary business Confidential Information. The sensitive categories in Section 9.4(c) and any personal data remain protected for as long as they stay confidential or as the law requires, without the 3-year limit, and any trade secret remains protected for as long as it remains a trade secret.

(f) Return or destruction. When this Agreement ends, or when the disclosing party asks in writing, the receiving party shall return or securely destroy the disclosing party's Confidential Information that it holds or controls, and confirm in writing that it has done so, except for copies it must keep by law or that sit in routine backups, which remain subject to this Section until deleted in the normal course.

10. FORCE MAJEURE

10.1 Relief. If either party fails to perform any term of this Agreement and such failure is due to any event of Force Majeure, that failure will not be deemed to be a default under this Agreement. The party affected by an event of Force Majeure will immediately notify the other party and will take all reasonable steps to minimize the extent and duration of the Force Majeure and the period of all such delays resulting from the Force Majeure will be excluded in computing the time within which anything is required or permitted by such party to be done under this Agreement, it being understood and agreed that the time within which anything is done under this Agreement will be extended by the total period of all such delays. During the Force Majeure requiring suspension or curtailment of a party's obligation under this Agreement, that party will suspend or curtail its affected operations. "Force Majeure" means any cause beyond the control of a party which prevents the performance by a party of any of its duties, liabilities, and obligations under this Agreement not caused by its default or act of commission or omission and not avoidable by the exercise of reasonable effort or foresight by that party including civil disturbances, acts, orders, legislation, regulations, directives, or failure to act by any governmental agency, act of public enemy, war, riot, sabotage, blockade, embargo, hurricane, earthquake, flood, washout, explosion, epidemic, pandemic, public-health emergency, and acts of God but excluding lack of or insufficient financial resources to discharge and pay any monetary obligations and excluding inability to obtain labour, equipment or materials, strikes, lockouts, or other labour disputes or disturbances.

11. E-LEARNING / WEBINAR / TRAINING PORTAL USERS

11.1 License Grant. In exchange for Client's payment of Fees and compliance with all of the terms and conditions of this Agreement, Oculus hereby grants Client non-assignable, non-transferable and nonexclusive licenses to access: (a) and use the Training Portal for the Term of this Agreement, in the quantity set out in Exhibit "A" to this Agreement; (b) and attend webinars for the Term of this Agreement, in the quantity of learners set out in Exhibit "A" to this Agreement.

11.2 Authorized Users. Client shall create a profile with a unique password for use in accessing the Training Portal. Client acknowledges and agrees that the profile information and password are confidential and that Client shall not provide the profile information or password to any other individual or entity.

11.3 Terms and Conditions of License. Client shall not permit third parties to access the Training Portal, E-learning videos or attend Webinars, including access pursuant to a remote computing services agreement, timesharing agreement, facilities management agreement, outsourcing agreement, or any other third-party access agreement with Client, even if contracts authorizing such use or access for other licensed products are in effect between Client and Oculus. Client shall not distribute any information from the Training Portal, E-learning Videos or Webinars to any third party in modified or unmodified form. Training Portal, E-learning Videos, or Webinars may only be accessed via the Oculus website or provided software and Client may not save and reuse or otherwise access the Training Portal, E-learning Video or Webinars offline without prior written authorization from Oculus. Client shall not duplicate or reproduce printed screens from Training Portal, E-learning Videos or Webinars, nor distribute such printed screens to any other individual or entity. Client agrees to secure and protect the Training Portal, E-learning Videos or Webinars in a manner consistent with the maintenance of Oculus' rights therein.

12. ANTI-DISCRIMINATION AND NON-AGGRESSION REQUIREMENTS

12.1 The Client agrees that any form of discrimination and any act of aggression, as defined above, towards any representative of Oculus will not be tolerated under this contract. In the event that any act of discrimination or aggression is committed by the Client, their representatives, or any party affiliated with the Client, it shall be considered a breach of contract, and the following consequences will apply: (a) Client agrees that the occurrence of any discriminatory act or act of aggression shall result in the immediate termination of services provided under this contract. Furthermore, it shall be deemed as cause for the cancellation of the agreement, releasing both parties from any future obligations and commitments. (b) Client acknowledges and agrees that in the event of termination due to discrimination or aggression will not relieve Client of its obligation to pay: (i) all Fees for Consulting Services fully or partially provided by Oculus up to and including the Date of termination; and (ii) all Fees for future Consulting Services that have been scheduled or currently in development up to and including the Date of termination.

13. USE OF ARTIFICIAL INTELLIGENCE

13.1 Use of AI Tools. Oculus uses artificial intelligence ("AI") tools, including machine learning, natural language processing, and generative AI, as part of how it researches, designs, and produces its work. This includes creating content, videos, training scenarios, website materials, software tools, and other deliverables, and working more efficiently. Client agrees that Oculus may use AI tools in performing the Consulting Services and creating deliverables, and that Oculus is not required to obtain the Client's prior consent or case-by-case approval to do so.

13.2 Data Handling. The working material Oculus processes with AI tools is general in nature and is not personal, financial, or otherwise sensitive. Oculus shall not input Client's personal data, financial information, or Confidential Information into an AI tool except where it is protected by appropriate safeguards, including tools that do not use the data to train their models and that keep the data confidential, and in line with Section 9.4 (Mutual Confidentiality) and Section 14 (Data Protection).

13.3 Human Review and Accountability. Oculus reviews and validates AI-assisted outputs before they are used or delivered. Oculus remains fully responsible for its deliverables and for the Consulting Services to the same standard as if no AI tool had been used, and the use of AI tools does not reduce Oculus' obligations or the Client's rights under this Agreement.

13.4 Ownership. Unless otherwise agreed in writing, all outputs generated with the assistance of AI tools in the course of providing the Consulting Services are owned exclusively by Oculus, consistent with Section 9. Client shall not use such outputs for any other purpose or disclose them to third parties without Oculus' prior written consent.

13.5 Responsible Use. Oculus uses AI tools in a manner intended to be fair and to avoid unlawful bias or discriminatory outcomes.

14. DATA PROTECTION

14.1 Compliance with data-protection law. Each party shall comply with the data-protection and privacy laws that apply to it in performing this Agreement, including, as applicable: the Personal Information Protection and Electronic Documents Act (PIPEDA) and the British Columbia Personal Information Protection Act (BC PIPA) in Canada; the EU General Data Protection Regulation (GDPR) and the Spanish Organic Law 3/2018 (LOPDGDD) for European Union and Spain attendee data; and applicable United States federal and state privacy laws, including the California Consumer Privacy Act as amended by the California Privacy Rights Act (CCPA/CPRA) where California attendees are in scope.

14.2 Roles. For attendee personal data that Oculus processes on Client's behalf, Client is the controller and Oculus is the processor, processing the data on Client's documented instructions. Where Oculus decides the purposes and means of any processing for its own business, Oculus acts as controller for that processing. The parties acknowledge that, because Oculus has an establishment in Sevilla, Spain, Oculus is itself directly subject to the GDPR in its own right, and not only as Client's processor.

14.3 Oculus as processor. Where Oculus processes attendee personal data on Client's behalf, including for enrolment, scoring, certificates, and reporting, Oculus shall: (a) process the data only on Client's documented instructions, including those in this Agreement; (b) ensure that persons authorized to process the data are bound by confidentiality; (c) implement appropriate technical and organizational security measures in accordance with Article 32 of the GDPR; (d) engage sub-processors only under written terms at least as protective as this Section, remain responsible for their performance, and give Client at least 30 days' written notice before adding or replacing a sub-processor, during which Client may object on reasonable data-protection grounds; (e) taking into account the nature of the processing, assist Client in responding to requests from data subjects and in meeting Client's obligations under Articles 32 to 36 of the GDPR; (f) on termination of the services or on Client's written request, delete or return the attendee personal data and delete existing copies, except to the extent applicable law requires retention; and (g) make available to Client the information necessary to demonstrate compliance with this Section and allow for and contribute to reasonable audits.

14.4 Personal-data breach. On becoming aware of a personal-data breach affecting attendee personal data, Oculus shall notify Client without undue delay and in any event within 48 hours, with enough detail to let Client meet its own notification deadlines, including the 72-hour deadline under Article 33 of the GDPR and any applicable United States state breach-notification deadlines, and shall cooperate with Client in investigating and remediating the breach.

14.5 Cross-border transfers. Where attendee personal data of European Union or Spain data subjects is moved to or accessed from Canada or the United States, the parties shall use a lawful transfer route, for example an adequacy decision, the European Commission's Standard Contractual Clauses (controller-to-processor Module Two) with any additional safeguards required, or the EU-US Data Privacy Framework where the recipient is certified. The parties shall not over-rely on the Canadian commercial adequacy decision for human-resources or employee data.

14.6 Data minimization. Each party shall limit the personal data in rosters, scores, and reports to what is needed for the Consulting Services. Client shall not send Oculus more personal data than necessary, and Oculus shall not request or retain more than necessary.

14.7 Special-category data. Special-category (sensitive) personal data is not intended to be processed under this Agreement. Client shall not submit, and shall not permit its personnel to submit, special-category personal data through the training platform. Any sensitive workplace or incident information that surfaces during sensitivity or harassment-prevention training is handled as Confidential Information under Section 9.4 and shall not be loaded into the training platform.

14.8 Relationship to confidentiality. Attendee personal data is also Client's Confidential Information under Section 9.4. Where this Section 14 and Section 9.4 touch the same attendee personal data, they apply together, and if they conflict this Section 14 prevails for personal data.

15. GENERAL

15.1 Survival of Terms. Sections 3, 7, 8, 9, 11, 13, and 14 of this Agreement, and Sections 15.6 (Dispute Resolution), 15.7 (Electronic Signature and Electronic Records), and 15.8 (Consumer Protection), shall survive termination of this Agreement however caused, whether this Agreement is terminated by Oculus or Client and whether with or without cause or in breach of this Agreement.

15.2 Notices. Except as provided in Section 3 and Exhibit "A", all notices and other communications must be provided by hand delivery, certified mail, overnight delivery where signature is required at the address set forth in the introductory paragraph of this Agreement, or to Oculus at: Oculus Hospitality Training & Business Solutions Inc., Attn: CEO, 170-422 Richards Street, Vancouver, British Columbia, Canada, V6B 2Z4. Invoices and accounts-payable communications to Client may be sent to the Client's accounts-payable contact at ahicks@peaksalesrecruiting.com. Email notice is also permitted on the terms set out in Section 15.7.

15.3 Change of Address. Either party may, from time to time, advise the other by notice in writing of any change of address of the party giving such notice and from and after the giving of such notice the address therein specified will, for the purposes of Section 15.2, be conclusively deemed to be the address of the party giving such notice.

15.4 Limitation on Liabilities. Neither party will be liable to the other for any special, indirect, incidental, consequential, exemplary, or punitive damages (including lost profits, lost savings, or loss of goodwill) arising out of or in connection with a breach of this Agreement.

15.5 Governing Law. This Agreement will be governed by and construed in accordance with the laws of the Province of British Columbia in the country of Canada.

15.6 Dispute Resolution.

(a) Governing law. This Agreement is governed by the laws of the Province of British Columbia in the country of Canada as stated in Section 15.5, applied without its conflict-of-laws rules so that British Columbia's own law governs.

(b) Senior-level negotiation. If a dispute arises out of or in connection with this Agreement, either party may give the other written notice of the dispute under Section 15.2. Senior representatives of each party shall then negotiate in good faith to resolve it within 30 days after that notice.

(c) Mediation. If the dispute is not resolved within those 30 days, the parties shall refer it to confidential mediation before a single mediator in Vancouver, British Columbia, conducted in English, sharing the mediator's fees equally and each bearing their own other costs.

(d) Binding arbitration. If mediation does not resolve the dispute within 30 days after the mediator is appointed, the dispute shall be settled by binding arbitration seated in Vancouver, British Columbia, before a single arbitrator, conducted in English, under the rules of an arbitral body the parties agree on, and failing agreement under the rules of the Vancouver International Arbitration Centre (VanIAC) or its successor. The arbitrator's decision is final and binding, and either party may enter judgment on it in any court with jurisdiction. The parties may instead bring the matter before the courts of British Columbia where they agree in writing, or for the purposes in Sections 15.6(e) and 15.6(f).

(e) Direct claims for payment. Despite the tiered process above, either party may bring a claim for unpaid Fees, Overages, Expenses, or surcharges, or to enforce any payment obligation, directly in the courts of British Columbia without first completing negotiation, mediation, or arbitration.

(f) Urgent relief. Nothing in this Section prevents either party from seeking urgent injunctive or interim relief from the courts of British Columbia at any time, including to protect Confidential Information or intellectual property.

(g) Consumers and mandatory local rules. This Section applies in full to business clients. Despite the choice of British Columbia law, certain mandatory local rules of Client's own jurisdiction may still apply, including consumer-protection and data-protection rules in the United States or in the European Union or Spain. Nothing in this Section deprives a Consumer of the protection of the mandatory rules, or of the courts, of the Consumer's habitual residence, and the mandatory pre-dispute arbitration in this Section does not apply to a Consumer where local law restricts or prohibits it. Section 15.8 governs in case of any conflict.

15.7 Electronic Signature and Electronic Records.

(a) The parties consent to enter into, sign, and perform this Agreement electronically.

(b) An electronic signature, including a typed, scanned, drawn, or e-signature-platform signature, has the same legal effect as a handwritten signature to the extent provided by applicable law.

(c) This Agreement may be signed in counterparts, each of which is an original and all of which together form one agreement, and an electronic or scanned copy of a signed Agreement is admissible as evidence to the same extent as an original paper copy.

(d) The parties consent to receive contract records and notices electronically, including by email, in addition to the methods in Section 15.2, which remain available. A notice given by email is deemed received on the next business day after it is sent unless the sender receives a delivery-failure message, and the timelines in Section 15.6 run from that deemed-received date.

(e) Either party may ask the other for a paper copy of this Agreement, and either party may withdraw its consent to transact electronically on written notice, applied going forward only.

(f) If a person signs as an individual or Consumer rather than for an organization, additional consumer-disclosure rules under the United States Electronic Signatures in Global and National Commerce Act (ESIGN) may apply, and the parties shall carry out any that apply before that person signs.

(g) This Section is intended to operate under the British Columbia Electronic Transactions Act, the United States ESIGN Act and the Uniform Electronic Transactions Act (UETA), and Regulation (EU) No 910/2014 (eIDAS), each as applicable, and the parties shall use a signing method that meets the eIDAS signature level appropriate to the engagement.

15.8 Consumer Protection.

Client represents and warrants that it is entering into this Agreement for business purposes and not as a Consumer, and acknowledges that Oculus offers its quote process to business clients.

(a) Where, despite that representation, Client contracts as a Consumer, the mandatory consumer-protection rules of the Consumer's own jurisdiction prevail over any conflicting term of this Agreement.

(b) The following provisions apply to business clients only and do not apply to a Consumer to the extent the Consumer's local law restricts or prohibits them: the card handling fee in Sections 3.4 and 7.2; the forfeiture of Fees on cancellation, rescheduling, and No Show in Sections 6.4 and 6.5; the requirement to prepay the Fees in full, the non-refundability of the Prepaid Fees, and the expiry of unused Consulting Services, in Section 3.2; the unauthorized-user charges in Section 9.2; the indemnity given by Client in Section 8.4; and the mandatory pre-dispute arbitration in Section 15.6.

(c) For a Consumer, each of those provisions applies only to the extent the Consumer's local law allows, and the Consumer keeps all non-waivable statutory rights, remedies, and forums. Nothing in this Agreement waives or reduces a right that the law does not allow a Consumer to waive.

15.9 Entire Agreement. This Agreement, including Exhibit "A" hereto, shall constitute the entire agreement between the parties and no understanding or agreement, verbal or otherwise, exists.

15.10 Headings. The headings appearing in this Agreement have been inserted for reference and as a matter of convenience and in no way define, limit or enlarge the scope of any provision of this Agreement.

15.11 Amendment. No amendment or modification to this Agreement will be effective unless it is in writing and duly executed by the parties.

15.12 Assignment. Neither party will assign this Agreement or any part of this Agreement without the prior written consent of the other party, such consent not to be unreasonably withheld, conditioned, or delayed. Notwithstanding the foregoing, either party may assign this Agreement without consent to a successor entity in connection with a merger, acquisition, or sale of all or substantially all of its assets, provided that the assigning party provides written notice to the other party within 30 days of such assignment and the successor entity assumes all obligations under this Agreement.

15.13 Execution by Counterpart. This Agreement may be executed by the parties in separate counterparts, each of which when so executed and delivered shall be an original, and all such counterparts must be delivered by a method provided for in Section 15.7 (Electronic Signature and Electronic Records) or Section 15.2 (Notices).

15.14 Cost. Each party to this Agreement will bear its own costs of executing the terms of this Agreement.

Exhibit “A”: Engagement Details

Effective Date	August 7, 2026
Client legal name	Peak Sales Recruiting Inc.
Client address	430 Hazeldean Road, Unit 6, Kanata, Ontario, Canada, K2L 1T9
Authorized signatory	Allison Hicks, Vice President, Human Resources
Accounts-payable / billing contact	ahicks@peaksalesrecruiting.com
Contract Currency	Canadian Dollars (CAD)

Services and package pricing

Item	Detail	Unit price	Qty	Carry over	Total
Live Web Training	3-hour custom web-based training session (webinar)	C$688 each	3	Yes	C$2,064
Package total					C$2,064 CAD plus HST

• Payment structure: Client pays 100% of the package total (C$2,064 CAD plus HST) at the start of the contract, invoiced on execution of this Agreement and payable in full before the Consulting Services begin (Section 3.2).
• The above is package pricing. The per-object unit prices are shown for transparency; additional services and Overages are charged as set out in Section 6.7(g).
• Discovery and design are included in the package cost at no additional charge.
• Additional services and Overages beyond the package are billed at Oculus' then-current published rates on the Oculus Website in the Contract Currency at the time they are approved or deemed approved (Section 6.7(g)); published rates may change over time. Except as provided in Section 3.2(e), Prepaid Fees are not refundable; unused services expire at the end of the Term and are void (Section 3.2(e)).
• Contract Currency: Canadian Dollars (CAD). All amounts are exclusive of applicable taxes; HST is added to invoices as required by law.

Acceptance and Signatures

By signing below, the parties agree to be bound by the terms of this Agreement, including Exhibit “A” and the electronic-signature consent in Section 15.7.

Peak Sales Recruiting Inc. [ Add E-Signature field here in the WP E-Signature editor ] Signature: Name (print): Allison Hicks Title: Vice President, Human Resources Date:

OCULUS HOSPITALITY TRAINING & BUSINESS SOLUTIONS INC. [ Add E-Signature field here in the WP E-Signature editor ] Signature: Name (print): Kevin James Title: Lead Trainer Date: