Online Representation Agreement for Launch Services

This Online Representation Agreement for Launch Services (the "Agreement") is between Surge Business Law PLLC, an Iowa law firm located at 5335 Merle Hay Road, Suite 7, Johnston, Iowa 50131 ("Surge"), and the purchaser identified in the checkout, order, acceptance record, or signature block for this Agreement (the "Purchaser"). This Agreement is accepted when the Purchaser checks the acceptance box, clicks the acceptance button, submits an order, signs this Agreement, pays for Launch Services, or otherwise confirms acceptance through Surge's online purchase process. Surge and the Purchaser may be referred to individually as a "Party" and together as the "Parties."

Background

The Purchaser wants to hire Surge through an online self-signup process to help form a new business and receive the Launch Services selected at checkout. Surge offers several limited-scope Launch packages with different levels of attorney access, document support, educational materials, and add-on services. This Agreement is intended to identify the client, define the exact scope of each Launch package, explain what services are excluded, preserve Surge's right to complete conflict and jurisdiction checks, and prevent misunderstandings about payment, cancellation, meetings, email support, registered agent services, Momentum, and the conclusion of the representation.

1. Key Terms

1.1 Launch Services

"Launch Services" means the limited-scope legal services and related educational or administrative support included in the Launch package selected in the Purchaser's order record. The available Product Schedules are attached as Schedule A for Launch Kit, Schedule B for Launch Basic, and Schedule C for Launch Advanced. The selected Product Schedule, the checkout record, and any written order confirmation identify the package, add-ons, state, filing choices, payment terms, and selected purchaser information for this engagement.

1.2 Acceptance Record

"Acceptance Record" means Surge's record of the online purchase and acceptance process. The Acceptance Record may include the Purchaser's name, email address, billing information, selected package, selected add-ons, formation state, proposed entity name, business information, agreement version, payment authorization, date and time of acceptance, IP address, session metadata, order number, and any other information reasonably related to the online purchase and acceptance of this Agreement.

1.3 Engagement Start Date

The "Engagement Start Date" is the date Surge confirms that it has accepted the limited-scope representation after completing its conflict, jurisdiction, payment, and intake review. The Purchaser's online acceptance and payment authorize Surge to perform that review, but they do not require Surge to proceed if Surge determines that it cannot ethically or practically accept the matter.

1.4 Launch Period

For Launch Basic and Launch Advanced, the "Launch Period" is the five-month period beginning on the Engagement Start Date unless Surge states a different start date in writing. The Launch Period does not restart because of client delay, unused meetings, unused email support, later document revisions, or the Purchaser's decision to pause the matter.

1.5 New Entity

"New Entity" means the limited liability company, corporation, or other business entity Surge is engaged to help organize under the selected Product Schedule. If the selected Product Schedule allows only an LLC, New Entity means the LLC to be formed through that package.

2. Client Identity

2.1 Pre-Formation Client

Before the New Entity exists, Surge represents the Purchaser only for the limited purpose of organizing the New Entity and providing the selected Launch Services. Surge does not represent any other founder, owner, investor, spouse, employee, manager, director, officer, affiliate, or advisor unless Surge separately agrees to that representation in writing.

2.2 Post-Formation Client

After the New Entity is formed, Surge represents the New Entity for the limited post-formation Launch Services included in the selected Product Schedule, unless Surge and the Purchaser sign or otherwise accept a separate written agreement stating a different rule. The Purchaser consents to this shift in client identity and authorizes Surge to communicate with the New Entity's authorized contacts about the formation matter. The Purchaser remains responsible for payment obligations accepted through the online purchase process, subject to applicable professional responsibility rules.

2.3 No Personal Representation

Surge's representation of the Purchaser before formation and the New Entity after formation does not make Surge the personal attorney for any founder, owner, officer, director, manager, employee, investor, or other constituent. Those individuals may need their own lawyer for personal tax issues, ownership disputes, employment issues, immigration issues, securities issues, estate planning, creditor issues, divorce issues, or other personal matters.

2.4 Multi-Owner Matters

If the proposed New Entity has more than one owner, each non-client founder should understand that Surge does not represent that founder personally. Surge may provide identity-of-client disclosures, ask founders to acknowledge those disclosures, require separate written consents, limit who may attend meetings, or pause work if the identity of the client is unclear. If founders disagree about ownership percentages, vesting, control, buyout rights, contributions, signing authority, employment roles, or whether someone should sign formation documents, Surge may not be able to represent everyone or continue the limited representation.

3. Limited Scope

3.1 Product Schedule Controls

Surge will provide only the services included in the selected Product Schedule and any add-ons accepted in the order record. If the order record conflicts with a Product Schedule, the more specific order record controls for package selection, price, add-ons, state, entity type, and payment mechanics. This Agreement controls the legal terms of the representation unless Surge and the Client separately agree otherwise in writing.

3.2 Entity Formation

When entity formation is included, Surge will use the information supplied by the Client to prepare and submit one state formation filing for the selected New Entity in the selected state, prepare the organizational documents included in the Product Schedule, and assist with EIN registration if included. Surge may rely on the Client's information and instructions unless Surge has reason to believe they are incomplete, inaccurate, unlawful, or ethically improper.

3.3 Email Q&A

When email Q&A or Momentum-style email access is included, it means reasonable email questions within the scope of starting, organizing, and beginning to operate the New Entity during the applicable service period. It does not mean unlimited drafting, negotiation, tax planning, securities advice, employment defense, litigation, emergency response, extensive research projects, multi-state regulatory analysis, contract review, or legal services outside the selected Launch package. Surge may redirect out-of-scope requests to a separate engagement, paid add-on, outside professional, or referral.

3.4 Educational Materials

Courses, worksheets, videos, checklists, templates, and other educational materials are general educational resources. They are not a substitute for legal advice outside the limited Launch Services, and access to them does not expand the scope of the attorney-client relationship.

3.5 Founder Agreement

If the order includes a founder agreement or multi-owner add-on, Surge will prepare the founder agreement using the information provided in the applicable worksheet and limited consultation included in the package. The founder agreement service does not include negotiating against a founder, resolving founder disputes, valuing contributions, tax planning, securities-law analysis, employment-law advice, or representing one founder against another. Unresolved founder disagreements may require separate counsel, separate representation, or withdrawal from part or all of the matter.

4. Excluded Services

4.1 General Exclusions

Unless the selected Product Schedule or a separate written agreement expressly includes a service, the Launch Services do not include tax advice, tax elections other than basic EIN assistance, CPA services, bookkeeping, payroll setup, securities-law advice, private placement work, investor financing, licenses and permits, zoning, industry-specific regulatory compliance, immigration, litigation, arbitration, mediation, dispute resolution, intellectual property searches, intellectual property registrations, contract negotiation, contract drafting, contract review, employment-law defense, benefits advice, privacy compliance, franchise law, antitrust law, consumer finance law, annual reports after the included term, foreign qualification, beneficial ownership reporting, registered agent services after the included period, or legal advice for any state or jurisdiction where Surge is not authorized or otherwise permitted to provide the advice.

4.2 No Tax Advice

Surge may discuss general legal characteristics of entity types, such as how an LLC and a corporation differ as legal entities. Surge is not providing tax advice and is not acting as a CPA. The Client should consult a qualified tax professional before choosing a tax classification, making an S corporation election, issuing equity, compensating owners, allocating profits and losses, or making any other tax decision. Surge will assist with S corporation election decisions or filings only if a Product Schedule, add-on, or separate written agreement expressly includes that work.

4.3 State-Law Limits

Surge is not authorized to practice law in every state. Surge may decline, limit, or pause work if the requested formation state, owner location, business activities, or legal issue requires advice Surge is not authorized or practically able to provide. The Client is responsible for hiring local counsel or other professionals when needed, unless Surge separately agrees in writing to coordinate that work.

5. Client Responsibilities

5.1 Accurate Information

The Client must provide complete, accurate, and current information about the proposed entity name, owners, addresses, responsible party, management structure, ownership percentages, contributions, business purpose, tax identification details, filing state, registered agent choices, and any facts that may affect the representation. The Client must promptly correct inaccurate information and must not ask Surge to submit information the Client knows or should know is false or misleading.

5.2 Review and Approval

The Client must review drafts, intake forms, entity names, ownership information, spelling, addresses, management terms, tax identification information, and filing details before Surge submits a filing or finalizes documents. The Client is responsible for verifying that names, addresses, titles, ownership percentages, and other business details are correct before filing.

5.3 Cooperation

The Client must respond to reasonable requests, provide requested documents, sign documents, obtain third-party consents, pay required fees and costs, maintain a monitored email address, and give timely instructions. The Client is responsible for opening a separate business bank account, maintaining entity separateness, keeping business records, signing and storing organizational documents, and following post-formation compliance requirements.

5.4 Client Delay

Deadlines, filing dates, delivery estimates, meeting availability, and service periods may be affected by the Client's delay, incomplete information, missed meetings, nonpayment, or failure to respond. Delay caused by the Client extends Surge's delivery deadlines and is not a delay by Surge. Client delay does not extend the Launch Period or create additional meetings, refunds, credits, or future legal work unless Surge agrees in writing.

6. Fees and Costs

6.1 Package Fees

The Client will pay the package fee, payment-plan installments, government filing fees, third-party costs, and add-on charges shown in the checkout record, order confirmation, invoice, or selected Product Schedule. Promotional discounts, coupons, or special offers apply only if shown in the order record or confirmed by Surge in writing.

6.2 Filing Fees and Third-Party Costs

Government filing fees, certified copies, certificates of status, publication fees, registered agent vendor costs, expedited filing fees, mailing charges, tax or accounting costs, license fees, and other third-party costs are not included unless the checkout record, order confirmation, invoice, or Product Schedule expressly says they are included or collected at checkout. If a fee or cost is not expressly included or collected, the Client is responsible for paying it directly or reimbursing Surge as requested.

6.3 Payment Plans

Launch Basic and Launch Advanced are five-month payment plans for a flat-fee Launch package. They are not month-to-month subscriptions. Early cancellation, termination of representation, skipped meetings, unused email access, failure to use the services, or the Client's decision to stop communicating does not automatically cancel the remaining payment-plan balance, subject to applicable professional responsibility rules and any non-waivable right to challenge or seek review of a fee.

6.4 Launch Kit Fee

Launch Kit is a one-time flat-fee package in the amount shown at checkout. Surge will handle the fee as permitted by applicable professional responsibility rules. Unless a different refund rule is stated in the order record or required by applicable law or professional responsibility rules, the Launch Kit fee is not refundable after Surge begins substantive work on the matter.

6.5 Fee Handling

To the extent applicable professional responsibility rules require any portion of a fee to be held in trust until earned, Surge will handle that fee accordingly. To the extent the rules permit a fee to be treated as earned on receipt or earned at another time stated in the order record, Surge may handle the fee in that manner. Nothing in this Agreement limits any non-waivable right the Client has under applicable professional responsibility rules.

7. Cancellation and Termination

7.1 Conflict or Decline

Surge may decline the representation if a conflict exists, the matter is outside Surge's authorized jurisdictions, the requested work is outside the Launch Services, the Client provides false or incomplete information, the Client seeks assistance with illegal or fraudulent conduct, payment fails, the Client does not complete intake, or Surge otherwise determines it cannot ethically or practically represent the Client. If Surge declines before substantive work begins, Surge will refund amounts paid for legal services, less nonrefundable third-party charges, payment processing charges that cannot be reversed, and any amount Surge is permitted to retain under applicable professional responsibility rules.

7.2 Client's Right to End Representation

The Client may terminate the attorney-client relationship at any time by notifying Surge. Termination ends Surge's duty to perform future legal services except for steps required by applicable professional responsibility rules, court rules if applicable, or other law.

7.3 Payment After Termination

Termination of the attorney-client relationship does not automatically cancel the Client's financial obligations under this Agreement. The Client remains responsible for fees earned, payment-plan balances, costs incurred, third-party charges, and approved add-ons, subject to applicable professional responsibility rules, refund rules, and any non-waivable right to challenge or seek review of a fee.

7.4 Surge Withdrawal

Surge may withdraw or stop work with the Client's consent, for good cause, if permitted or required by applicable professional responsibility rules or law, if the Client's conduct makes the representation unreasonably difficult, if the Client fails to pay fees or costs, if the Client does not provide necessary information, if a conflict develops, or if continued representation would be unlawful, unethical, or outside the agreed scope.

8. Conflicts and Owners

8.1 Conflict Review

Surge may request information needed to evaluate conflicts, client identity, jurisdictional limits, and ethical requirements. The Client must provide accurate owner, affiliate, spouse, investor, lender, and counterparty information when requested. Surge may delay work until it receives enough information to complete its review.

8.2 Owner Disagreements

Surge does not represent each founder against the others. If founders disagree or their interests materially diverge, Surge may recommend separate counsel, limit the scope of services, withdraw from the founder agreement portion, withdraw from the entire matter, or represent only the New Entity if that is permitted and appropriate.

8.3 No Waiver by Participation

Allowing a founder, spouse, accountant, advisor, employee, or other person to attend a meeting, receive educational materials, review drafts, or answer operational questions does not make that person a client. Surge may require written authorization before sharing confidential information with a non-client.

9. Communications

9.1 Primary Email

The primary email address in the Acceptance Record is the Client's notice email unless the Client updates it in a manner Surge accepts. Notices, drafts, questions, meeting links, filing updates, payment notices, conflict notices, and other communications may be sent to that email address. Notice is effective when sent, whether or not the Client opens, reads, or responds to the email.

9.2 Team Communications

Surge attorneys, paralegals, legal assistants, contractors, vendors, and administrative team members may communicate with the Client and work on the matter under appropriate supervision. The Client authorizes Surge to use reasonable technology systems, payment processors, document platforms, email systems, intake tools, and other service providers to provide the Launch Services and maintain records.

9.3 Response Times

Surge will use reasonable efforts to respond to reasonable in-scope communications during business hours. Launch Services are not emergency legal services, and Surge does not promise instant, same-day, after-hours, weekend, holiday, court-deadline, litigation, or crisis response unless Surge separately agrees in writing.

9.4 Unsupported Channels

Surge is not required to communicate by text message, Slack, social media, direct message, personal messaging apps, or any other unsupported channel. If the Client sends information through an unsupported channel, Surge may require the Client to resend it through email, portal, intake form, or another approved method.

10. Meetings

10.1 Included Meetings

Included meetings are limited to the number, length, and service period stated in the selected Product Schedule. Launch Kit includes no attorney meetings. Launch Basic includes one 20-minute attorney meeting during the Launch Period. Launch Advanced includes five 20-minute attorney meetings during the Launch Period.

10.2 Scheduling

Meetings must be scheduled through Surge's scheduling process and are subject to attorney availability. The Client should schedule meetings with enough lead time to permit useful preparation. Surge may require intake forms, worksheets, or draft review before a meeting.

10.3 Rescheduling and No-Shows

The Client may reschedule a meeting by giving reasonable advance notice through Surge's scheduling system or another method Surge accepts. A missed meeting, late cancellation, or failure to attend may count as a used meeting unless Surge agrees otherwise. Meetings do not roll over after the Launch Period, and unused meeting time does not convert to cash, credits, discounts, extended email support, or future legal work.

10.4 Attendees

Only the Client's authorized contacts and individuals Surge approves may attend meetings. For multi-owner companies, Surge may allow founders to attend meetings related to the New Entity, but their attendance does not make them individual clients. Surge may exclude a person from a meeting if attendance would create confusion, waive confidentiality, create a conflict, or interfere with the representation.

11. Registered Agent

11.1 Optional Service

Registered agent services are included only if the Product Schedule, order record, or add-on states that they are included or purchased. If registered agent services are not expressly included, the Client is responsible for appointing and maintaining a registered agent.

11.2 Service Period

If registered agent services are included, the initial registered agent service period is one year beginning on the date the registered agent appointment becomes effective in the applicable state record. Registered agent services do not end merely because the Launch Period ends, but they do end at the end of the one-year service period unless renewed or extended under the registered agent terms.

11.3 Registered Agent Provider

Surge, a Surge affiliate, or a third-party registered agent vendor may serve as registered agent. The registered agent address will be the address identified in the formation filing, order record, registered agent addendum, or vendor confirmation. The Client authorizes Surge to use a third-party registered agent vendor when Surge determines that doing so is appropriate or required for the selected state.

11.4 Accepted Mail

The registered agent will accept service of process, official state notices, registered agent notices, and compliance notices addressed to the New Entity at the registered agent address. The registered agent is not required to accept general business mail, marketing mail, packages, checks, invoices, customer correspondence, tax-accounting mail, bank mail, payroll mail, or mail not reasonably identifiable as relating to the New Entity.

11.5 Forwarding

The Client must keep a current email address, mailing address, phone number, and responsible contact on file. The registered agent will use commercially reasonable efforts to forward accepted service of process and official notices to the Client using the contact information on file. The Client is solely responsible for reading forwarded documents, tracking deadlines, responding to lawsuits or notices, and hiring counsel when needed.

11.6 Renewal and Nonrenewal

The renewal price will be the price stated in the order record, registered agent addendum, renewal notice, or renewal checkout flow. If no renewal price is stated, Surge will obtain the Client's consent before renewing. If the Client does not renew, pay, appoint a replacement registered agent, or maintain current contact information, Surge or the registered agent vendor may resign as registered agent as permitted by applicable state law. The Client is responsible for any penalty, missed deadline, default, administrative dissolution, loss of good standing, or other consequence caused by nonrenewal, nonpayment, inaccurate contact information, or failure to appoint a replacement registered agent.

12. Momentum

12.1 Included Momentum

For Launch Basic and Launch Advanced, Momentum-style email Q&A is included only during the Launch Period and only within the scope stated in this Agreement and the selected Product Schedule. The included Momentum-style support ends automatically at the end of the Launch Period unless the Client affirmatively opts in to paid continuation.

12.2 Continuation

After the Launch Period, the Client may continue Momentum only by affirmatively accepting the then-current Momentum terms and payment authorization. If the Client affirmatively opts in, the standard continuation price is $95 per month unless the opt-in flow or written confirmation discloses a different price. Continued Momentum may be paused or canceled under the applicable Momentum terms.

12.3 Launch Kit Momentum

Launch Kit does not include Momentum unless the order record states that Momentum was separately purchased or added. Optional Momentum for Launch Kit requires separate subscription authorization or incorporated subscription terms.

13. No Guarantee

13.1 No Outcome Guarantee

Surge does not guarantee that the New Entity will prevent personal liability, reduce taxes, obtain financing, qualify for grants, qualify for certifications, avoid owner disputes, avoid employment claims, satisfy industry regulations, avoid creditor claims, protect intellectual property, prevent veil-piercing, or remain appropriate for all future business activities. Any comments by Surge about likely outcomes, risk reduction, or entity choices are expressions of professional judgment only.

13.2 Entity Maintenance

Entity formation can reduce some risks only if the entity is properly formed, maintained, funded, operated, and used. The Client is responsible for maintaining separate business finances, signing contracts in the entity's name, keeping accurate records, filing required reports, paying taxes and fees, maintaining licenses, observing governance requirements, and getting additional professional advice when business activities change.

14. Conclusion and File

14.1 Launch Kit Conclusion

For Launch Kit, Surge's representation concludes when Surge delivers the LLC formation package, including the filed formation confirmation, EIN confirmation if included, operating agreement or LLC document package, and any other documents included in the order record. Optional registered agent or Momentum services are governed by their own terms and do not extend the Launch Kit legal representation unless Surge separately agrees in writing.

14.2 Basic and Advanced Conclusion

For Launch Basic and Launch Advanced, Surge's representation concludes at the end of the Launch Period unless Surge and the Client separately agree in writing to extend the representation or begin a new engagement. The end of the Launch Period also ends included meetings and included Momentum-style email Q&A, even if the Client has not used all meetings or email support.

14.3 Delivered Documents

Depending on the selected Product Schedule and completed work, the Client may receive filed formation confirmation, filed articles or certificate of organization or incorporation, EIN confirmation if included, operating agreement, bylaws, initial consents, founder agreement if included, course or worksheet access, and related formation documents. Surge may deliver documents by email, portal, download link, or another reasonable method.

14.4 File Retention

The Client may request the client file at the conclusion of the representation. Surge may retain copies and may maintain or destroy files according to Surge's then-current file retention policy, applicable professional responsibility rules, and applicable law. The Client is responsible for downloading, storing, and preserving copies of formation documents, tax identification records, operating agreements, founder agreements, and other business records.

15. Confidentiality and Privacy

15.1 Confidentiality

Surge will maintain Client confidences as required by applicable professional responsibility rules. The Client authorizes Surge to share information as reasonably needed to provide the Launch Services, submit filings, register an EIN, work with registered agent vendors, process payments, maintain records, complete conflict checks, respond to legal or ethical obligations, and communicate with the Client's authorized contacts.

15.2 Privacy Policy

The Client agrees to Surge's privacy policy and any other checkout terms presented with this Agreement. If a privacy policy or payment authorization conflicts with this Agreement about the scope of legal services, this Agreement controls unless a later written agreement expressly states otherwise.

15.3 Electronic Records

The Client consents to electronic signatures, electronic records, electronic notices, and online acceptance. Electronic acceptance has the same effect as a handwritten signature. Surge may maintain the Acceptance Record and related metadata to confirm the terms accepted by the Client.

16. Disputes

16.1 Professional Responsibility Limits

Nothing in this Agreement limits the Client's right to discharge Surge, file a grievance, seek review of a fee, participate in any mandatory fee-arbitration process, or exercise any other non-waivable right under applicable professional responsibility rules or law. If a dispute provision conflicts with a non-waivable professional responsibility rule, that rule controls.

16.2 Good-Faith Resolution

The Parties will first attempt in good faith to resolve any dispute arising out of or relating to this Agreement through direct discussion.

16.3 Mediation and Arbitration

If direct discussion does not resolve the dispute, the Parties will first participate in mediation before a mutually acceptable mediator in Iowa unless applicable law or professional responsibility rules require a different process. If mediation does not resolve the dispute, the dispute will be resolved by binding arbitration in Iowa, except that Surge may pursue collection of unpaid fees, costs, expenses, or payment-plan balances in court and either Party may seek temporary or preliminary injunctive relief in court when appropriate.

16.4 Collection Costs

In any court action to collect unpaid fees, costs, expenses, or payment-plan balances, the collecting Party may recover reasonable attorneys' fees, costs, expenses, and interest to the extent permitted by law.

16.5 Governing Law and Venue

Iowa law governs this Agreement and any dispute arising out of or relating to this Agreement, without regard to conflict-of-law rules, except that professional responsibility rules, registered agent laws, entity filing laws, tax rules, and other mandatory laws of another jurisdiction may apply when required. Any court proceeding permitted under this Agreement must be brought in the state or federal courts located in Polk County, Iowa, unless applicable law requires a different forum.

17. General Terms

17.1 Entire Agreement

This Agreement, the selected Product Schedule, the Acceptance Record, the order confirmation, the payment authorization, the privacy policy, and any add-on terms accepted at checkout contain the entire agreement between the Parties about the Launch Services. They replace any prior or contemporaneous discussions, proposals, marketing statements, website descriptions, or understandings about those services.

17.2 Changes

Surge may update this Agreement for future purchases by posting or presenting updated terms. The version accepted in the Acceptance Record controls the Client's Launch Services unless the Client accepts updated terms or the Parties otherwise agree in writing.

17.3 Severability

If any provision of this Agreement is held unenforceable, the remaining provisions will remain in effect, and the unenforceable provision will be enforced to the maximum extent permitted by law or replaced with an enforceable provision that most closely reflects the Parties' original intent.

17.4 Assignment

The Client may not assign this Agreement without Surge's written consent. Surge may assign administrative rights, payment rights, or service-provider functions to an affiliate, successor, purchaser, vendor, or internal platform as long as the assignment does not violate applicable professional responsibility rules.

17.5 Force Majeure

Surge is not responsible for delay or failure caused by events outside its reasonable control, including government processing delays, secretary of state outages, IRS system delays, court or agency closures, severe weather, natural disasters, power outages, internet outages, vendor delays, payment processor problems, cyber incidents, public health emergencies, or failures by third-party platforms or service providers.

Signatures

The Parties may accept this Agreement electronically or sign below.

Surge Business Law PLLC

By: ______________________________

Name: Matthew Nuzum

Title: Attorney

Date: ____________________________

Client / Purchaser

Legal Name: ______________________

Proposed Entity: __________________

By: ______________________________

Name: ____________________________

Title: ___________________________

Date: ____________________________

Schedule A - Launch Kit

A.1 Product

Launch Kit is a limited-scope, no-meeting, online LLC formation package. Launch Kit is available only for LLC formation unless Surge separately agrees in writing. It does not include corporation formation, entity-selection strategy, custom legal strategy sessions, founder agreement work, contract drafting, contract review, tax advice, securities advice, or post-formation legal advice unless separately purchased.

A.2 Included Scope

Launch Kit includes preparation and submission of one LLC formation filing in the selected state, preparation of the LLC document package included in the order record, and EIN registration if the order record states that EIN assistance is included. The Client must provide all required information through Surge's online intake process.

A.3 No Meetings

Launch Kit includes no attorney meetings and no custom strategy session. Surge may communicate administratively by email, portal, or intake form as needed to complete the online LLC formation package.

A.4 Conclusion

Launch Kit concludes upon delivery of the LLC formation package, filed formation confirmation, EIN confirmation if included, and operating agreement or LLC document package. Optional registered agent services and optional Momentum are governed by their own terms and do not extend the Launch Kit legal representation unless Surge separately agrees in writing.

A.5 Fee

The Launch Kit fee is the one-time flat fee shown at checkout. Government filing fees, registered agent costs, expedited fees, and third-party charges are included only if expressly shown as included or collected in the checkout record.

Schedule B - Launch Basic

B.1 Product

Launch Basic is a five-month limited-scope Launch package for formation of one New Entity. Launch Basic includes the core formation scope in this Schedule, one attorney meeting, and five months of in-scope Momentum-style email Q&A during the Launch Period.

B.2 Included Scope

Launch Basic includes entity-selection legal guidance within the limits of this Agreement, preparation and submission of one state formation filing, EIN registration assistance, preparation of an operating agreement for an LLC or basic corporate organizational documents for a corporation if corporation formation is available for the selected state and package, and access to the Launch courses and worksheets made available for the Basic package. It does not include tax advice, tax elections beyond EIN assistance, founder agreement work unless separately purchased, contract drafting or review, licenses or permits, foreign qualification, annual reports after the included term, beneficial ownership reporting unless expressly included, or registered agent renewal after the included period.

B.3 Meeting

Launch Basic includes one 20-minute attorney meeting during the Launch Period. The meeting must be scheduled and used before the Launch Period ends. Unused meeting time expires at the end of the Launch Period and does not convert to cash, credits, discounts, extended email support, or future legal work.

B.4 Email Q&A

Launch Basic includes reasonable in-scope email Q&A during the Launch Period. Email Q&A is limited by Section 3.3 of this Agreement and does not include unlimited drafting, negotiation, litigation, tax planning, securities advice, employment defense, emergency work, or other excluded services.

B.5 Fee and Payment Plan

The Launch Basic fee is $975 total, payable as $195 per month for five months, unless the checkout record states a different promotional price or payment schedule. This is a payment plan for a flat-fee package and not a subscription. Early cancellation or termination of representation does not automatically release the remaining balance, subject to applicable professional responsibility rules and any non-waivable right to challenge or seek review of a fee.

Schedule C - Launch Advanced

C.1 Product

Launch Advanced is a five-month limited-scope Launch package for formation of one New Entity with expanded meeting access, Momentum-style email Q&A, Launch educational materials, and optional multi-owner add-on support if purchased.

C.2 Included Scope

Launch Advanced includes entity-selection legal guidance within the limits of this Agreement, preparation and submission of one state formation filing, EIN registration assistance, preparation of an operating agreement for an LLC or basic corporate organizational documents for a corporation if corporation formation is available for the selected state and package, five months of in-scope Momentum-style email Q&A, five 20-minute attorney meetings, and access to the five Launch courses and worksheets made available for the Advanced package.

C.3 Meetings

Launch Advanced includes five total 20-minute attorney meetings during the Launch Period. The meetings are intended to support formation and early operating questions and may be scheduled approximately monthly or otherwise during the Launch Period based on the Client's needs and attorney availability. Unused meetings expire at the end of the Launch Period and do not convert to cash, credits, discounts, extended email support, or future legal work.

C.4 Email Q&A

Launch Advanced includes reasonable in-scope email Q&A during the Launch Period. Email Q&A is limited by Section 3.3 of this Agreement and does not include unlimited drafting, negotiation, litigation, tax planning, securities advice, employment defense, emergency work, or other excluded services.

C.5 Multi-Owner Add-On

If the order includes the multi-owner add-on, Surge will provide the extra multi-owner video, worksheet, and founder agreement service described in the order record. The founder agreement service is limited by Sections 3.5 and 8 of this Agreement. If founders have unresolved disagreements or if an unwaivable conflict develops, Surge may pause, limit, or withdraw from the founder agreement work or the entire matter.

C.6 Fee and Payment Plan

The Launch Advanced fee is $1,950 total, payable as $390 per month for five months, unless the checkout record states a different promotional price or payment schedule. This is a payment plan for a flat-fee package and not a subscription. Early cancellation or termination of representation does not automatically release the remaining balance, subject to applicable professional responsibility rules and any non-waivable right to challenge or seek review of a fee.