Onboarding Letter

When does this engagement begin?

What is the address for Principal office?

Re: Engagement for legal services —

Dear :

Thank you for choosing Shook Law PC. This letter sets out what we do for you, what we charge, and how either of us ends the engagement.

We charge flat, pre-approved fees. We do not bill by the hour.

Our client is , not its people, including you.

The base engagement. We act as the client's base attorney: you can list us publicly, we can become your registered agent in certain jurisdictions, and you can call us in an exigent emergency.

Litigation. Defending a civil action brought against you, or bringing one on your behalf, for as long as the action runs, including an appeal arising from it. Each case is engaged separately. A matter in which you already have counsel of record is outside this engagement unless we are separately retained as co-counsel in writing. If a case reaches a trial setting, an appeal, or class allegations, we may propose a revised fee under Section VII.

Drafting. A master service agreement, an employment agreement, or anything else bespoke.

Negotiation. Negotiating an instrument with a counterparty on your behalf to best protect your interests.

The work we are starting with:

We advise on federal law and the law of the jurisdictions where our lawyers are admitted. Anything else is added under Section VII.

These fees apply, and no others.

Base Membership is the day rate; every other fee in the price sheet is charged in addition to it. The sheet carries no financing line, so work on a financing round is new work, quoted and agreed under Section VII.

The day rate runs from the date of this letter until the engagement ends. We bill it monthly, for the days in the month.

A negotiation month is charged only when we work on that counterparty in it. A negotiation that goes quiet costs nothing until it resumes. Drafting the instrument being negotiated is separate work, priced above and payable on delivery.

We require payment in advance, which we hold in our client trust account. We agree the opening deposit in writing before we start, and you replenish it when it falls below half. We draw on it as we earn a fee or incur a cost, we apply it to each invoice when we issue one, and we refund whatever we have not earned when the engagement ends.

Our clients are responsible for maintaining a deposit account which must account for one month of our daily fees and any work ordered before it is completed. You can replenish it from the Neon Law portal.

For litigation matters, you are responsible for filing and appearance fees, service and discovery costs, court reporter and transcript fees, expert and witness fees, and other similar charges. We do not advance them.

We invoice through Xero. Each invoice arrives by email with a secure link that takes a bank payment or a card payment. A card payment carries a processing surcharge.

Invoices are due thirty days from the invoice date, and an invoice unpaid after that carries interest at the lesser of one percent per month and the maximum rate the law allows. If one is unpaid thirty days past its due date, or you do not replenish the deposit, we may suspend work on every matter under this letter and withdraw from any of them, on written notice and subject to any approval a court requires. Suspension does not affect any billed work.

Write to contact@neonlaw.com, or call or text the office line on this letterhead. We may use other lawyers, contract lawyers, paralegals, staff, and outside vendors where that suits the work. We protect your confidences as the law and the applicable professional rules require.

We respond to your requests within three business days — a business day being any day other than a Saturday, a Sunday, or a United States federal holiday. That is a commitment to respond, not to finish, though we work to finish. It does not run while work is suspended under Section III.

We maintain an up-to-date library of generic and common agreements. They are unreviewed forms, not drafted for your transaction or your counterparty. Before using them, you must make a judgment call whether they're in the best interests of your business.

If you need a bespoke customization, we will draft it for you for a pre-defined fee.

When you ask us to review or create a legal document, we will first screen it to ensure we can accept it. Then we will quote you a flat fee. In order to accept and begin the work order, you must have the required deposit in your account.

You give us the documents and information a matter needs, complete and accurate, and tell us promptly when something material changes — a deadline, a demand, a filing received, a counterparty's position, or a financing you are raising. We rely on what you tell us.

Once you reasonably anticipate a dispute, you preserve the documents, messages, and other material that bear on it, and you follow any litigation hold we send you. A court can sanction you for material destroyed after that duty attaches.

We do not guarantee any outcome. Our advice is for your use and is not to be relied on by anyone else.

Our work on this engagement is confidential and, where the law provides it, privileged. Privilege is lost by disclosure and cannot be recovered afterwards, so do not forward our advice to people who do not need it.

We use cloud storage, document management, legal research, communication, and artificial-intelligence tools in this work, including the Neon Law portal, and by signing you consent to that. Where a vendor offers the setting, we choose the one that keeps your data out of its generally available training models. No third-party system can be made risk-free. A lawyer reviews what these tools produce before it becomes advice to you or goes into a filing.

When the engagement ends, we retain or return your files as the law and the applicable professional rules require, and we destroy what remains of the file five years afterwards unless you ask otherwise.

We may raise any fee in this letter and change the technologies we use. Either way, we give you at least ninety days' written notice first, and you may end this engagement within that period under Section XIII.

We have checked our records against the work described above and are aware of no conflict that prevents us from acting. We tell you promptly if that changes.

You agree we may act for another client on a non-litigation matter unrelated to yours, including a competitor, so long as we do not use your confidential information against you. That consent does not reach a contested proceeding against you. On a financing we act for the company alone.

The law of Which state's law governs this engagement? Nevada, unless the Firm has agreed otherwise; California and Washington are the alternatives available. governs this letter.

Except for a fee dispute you elect to arbitrate under a statutory fee-arbitration right that cannot be waived, any controversy or claim arising out of or relating to this engagement or its breach, including any claim of professional negligence, malpractice, or breach of fiduciary duty, shall be settled by final and binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules, before a single arbitrator, seated in Which state's law governs this engagement? Nevada, unless the Firm has agreed otherwise; California and Washington are the alternatives available., and conducted confidentially. The AAA's rules and fee schedule govern administrative fees and arbitrator compensation, and judgment on the award may be entered in any court of competent jurisdiction.

The arbitrator applies the same law and may award the same remedies a court would. This clause picks the forum for a dispute; it does not limit, cap, or waive our responsibility for our own work, and it does not override a right the law makes non-waivable.

By signing, you and we each give up the right to a jury trial and to have a covered dispute decided in court, including a claim that we did our work negligently. Because this section governs how a future dispute between you and your lawyers is handled, you may consult independent counsel before agreeing to it.

Either of us may end this engagement at any time, in writing, subject to any approval a court requires to withdraw from a pending action. You remain responsible for fees and costs incurred up to that point, including the prorated day rate, the monthly fee on any case then pending, and the negotiation fee for any month then running. You sign a substitution of attorney promptly where one is needed. On request, we return your files, cooperate in an orderly handover to replacement counsel, and you appoint a replacement registered agent where we were acting as yours.

Sections II, III, IX, and XII survive.

Please confirm your agreement by signing below and returning a copy. Electronic signatures and counterparts are acceptable.

Sincerely,

Shook Law PC

By:
Nick Shook, Attorney at Law
Date:

Agreed and accepted:

By:
, for
Date: