Terms of Service

1. Introduction

Welcome to FLP RA Services LLC ("FLP," "we," "us," or "our"). These Terms of Service ("Terms") govern your use of services provided through our website at flpraservices.com, our application at app.flpraservices.com, and other related services (collectively, the "Services").

These Terms constitute a legally binding agreement between you and FLP regarding your use of our Services. By accessing or using our Services, or by clicking to accept or agree to these Terms when this option is made available, you accept and agree to be bound by these Terms and all other operating rules, policies, and procedures that may be published by FLP from time to time on the Services, each of which is incorporated by reference.

Corporate Structure and Affiliates
FLP RA Services LLC and its affiliate, FLP RA Services LLC (collectively referred to as "FLP" in these Terms), may provide various aspects of the Services. By agreeing to these Terms, you are entering into an agreement with both FLP RA Services Inc. and FLP RA Services LLC. Either entity may enforce these Terms against you. References to "FLP," "we," "us," or "our" in these Terms refer to both entities collectively or to either entity individually, as the context requires.

The determination of which entity provides specific services to you may depend on factors such as your location, the type of service requested, or other business considerations. You consent to the sharing of your information between FLP RA Services LLC and FLP RA Services LLC as necessary to provide the Services.

Disclaimer: FLP RA Services LLC is not a law firm or an attorney, may not perform services performed by an attorney, and our forms or templates are not a substitute for the advice or services of an attorney. No attorney-client relationship or privilege is created between you and FLP.

By using our Services, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to all of the Terms, you may not use our Services.

2. User and Entity Relationships

User as Authorized Representative

When you use our Services in a representative capacity for a business entity:

1. Dual Customer Relationship: You acknowledge that both you (the individual user) and the entity you represent are considered separate customers of FLP. Both you and the entity may be billed separately through our payment processor, and both may have separate customer accounts within our systems.
2. Authority Representation: You represent and warrant that:
   • You have the authority to act on behalf of the entity
   • You are authorized to bind the entity to these Terms
   • You have the authority to provide FLP with instructions regarding the entity
   • You are authorized to access and manage the entity's account and information
3. Actions on Behalf of Entity: You acknowledge that FLP will rely on your instructions as being authorized by the entity. FLP has no obligation to independently verify your authority to act on behalf of the entity.
4. Multiple Entity Management: If you subscribe to manage multiple entities through our app, you represent and warrant that you have the authority to act on behalf of each entity you add to your account.
5. Entity Changes: You are responsible for promptly notifying FLP of any changes to your authority status, including if your relationship with the entity terminates or your authority is revoked or limited.

Special Indemnification for Entity Representation

In addition to the general indemnification provisions in these Terms, you specifically agree to indemnify, defend and hold harmless FLP and its officers, directors, employees, agents, and representatives from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from or relating to:

1. Any actions taken by FLP based on instructions you provide regarding an entity
2. Any misrepresentation about your authority to act on behalf of an entity
3. Any disputes between you and the entity regarding your authority
4. Any unauthorized use of an entity's account
5. Any claim by the entity that FLP's actions (taken at your direction) were unauthorized or improper

This special indemnification applies even if FLP is negligent, except in cases of FLP's willful misconduct or gross negligence.

3. General Terms

Minimum Age

You must be 18 years of age or older to use or register for our Services.

4. Account Information

User and Entity Accounts

Our Services allow for two types of accounts:

1. User Account: This is your personal account as an individual user of our Services. With a user account, you can:
   • Access and use our application
   • Manage your profile and personal information
   • Subscribe to manage multiple entities (with applicable subscription)
   • Receive communications from FLP
   • Manage billing and payment methods for your subscription
2. Entity Account: Each business entity you create or manage through our Services has its own entity account. An entity account:
   • Contains information specific to that business entity
   • Has its own billing relationship with FLP for entity-specific services
   • May be managed by you or other authorized users
   • Maintains separation between different business entities

You understand that actions taken in connection with an entity account will be attributed to that specific entity, while actions taken in connection with your user account will be attributed to you personally.

Account Security and Responsibilities

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to immediately notify FLP of any unauthorized use, or suspected unauthorized use of your account or any other breach of security.

Regulatory Compliance

Your use of our Services must comply with all applicable laws, regulations, and legal requirements. You are solely responsible for ensuring your use of the Services complies with laws applicable to you and your business, including:

1. Business Registration Laws: State and federal laws governing business formation and compliance.
2. Tax Regulations: IRS requirements, state tax obligations, and other tax filing requirements.
3. Corporate Transparency Act: Federal beneficial ownership reporting requirements and related regulations.
4. Bank Secrecy Act and Anti-Money Laundering Laws: Requirements regarding the reporting of suspicious activities and financial transactions.
5. State-Specific Requirements: Regulations specific to the states where you do business or where your entity is registered.

FLP is not responsible for determining which laws apply to your business or for ensuring your compliance with such laws. Nothing in our Services should be construed as tax, legal, or business advice. We recommend consulting with appropriate professionals regarding your specific compliance obligations.

User Verification and Authority

All content, features, and functionality of our Services, including but not limited to text, graphics, logos, icons, images, audio clips, digital downloads, data compilations, and software, are the exclusive property of FLP and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property laws.

5. Website and Application Services

License to Use

Subject to these Terms, FLP grants you a non-transferable, non-exclusive, revocable, limited license to use and access our website and application solely for your own personal, noncommercial use.

Restrictions

The rights granted to you in these Terms are subject to the following restrictions:

• You shall not license, sell, rent, lease, transfer, assign, distribute, host, or otherwise commercially exploit the Services
• You shall not modify, make derivative works of, disassemble, reverse compile or reverse engineer any part of the Services
• You shall not access the Services to build a similar or competitive website, product, or service
• You shall not use the Services in any manner that could damage, disable, overburden, or impair our servers or networks

Access and Modifications

FLP reserves the right, at any time, to modify, suspend, or discontinue the Services (in whole or in part) with or without notice. You agree that FLP will not be liable to you or to any third party for any modification, suspension, or discontinuation of the Services or any part thereof.

Subcontracting Services

FLP may, at its discretion, subcontract any or all of its obligations under these Terms to third-party service providers without your consent. This includes, but is not limited to, document preparation, registered agent services, compliance filing services, document filing services, customer support, and other administrative tasks. You acknowledge and agree that FLP remains responsible for services performed by its subcontractors and that such subcontractors may have access to your User Content and other information necessary to perform the subcontracted services. All subcontractors will be bound by confidentiality obligations at least as protective as those in these Terms.

6. Registered Agent Services

Description of Services

FLP agrees to serve as the Registered Agent for the company specified in your order during the period of time purchased. As your Registered Agent, FLP will:

• Maintain a registered office in the state where your business is formed or qualified to do business
• Accept service of process and other official legal and government documents on your behalf
• Forward these documents to you in a timely manner

Authorization

By purchasing Registered Agent Services, you authorize FLP to receive service of process, including any notices of legal proceedings, other legal notices, or official government communication (collectively, "Legal Mail"), on your behalf. You further authorize FLP to scan and upload the Legal Mail received on your behalf into your account.

Not a Mailing Address

Except as otherwise specified in this Agreement, your Registered Agent's services are limited to the receipt and forwarding of Legal Mail, and do not include the provision of a business or mailing address independent of such statute, rule, regulation, or contract. The Registered Address is for the primary purpose of fulfilling state requirements for "Service of Process" and may be used only to receive Legal Mail on your behalf.

Representation of Registered Address

You agree not to represent or misleadingly suggest, whether orally, in writing, photographically, or otherwise, that the Registered Address is your place of business, your location of operations or business records, or is a physical address at which third parties can find you. You may not list the Registered Address in your company's public media, including in or on business cards, brochures, websites, or emails.

Customer Responsibility

It is your responsibility to:

• Provide FLP with accurate and updated contact information
• Notify FLP within 30 days of any changes to your contact information or business status
• Promptly review and act upon any Legal Mail forwarded to you
• Sign for or otherwise acknowledge your acceptance of all Legal Mail sent to you by your Registered Agent when requested

Misdirected and Customer-Returned Mail

You acknowledge that FLP delivers Legal Mail to users but does not warrant that Legal Mail will never be misdelivered. FLP will make its best efforts to notify both the intended recipient and the unintended recipient promptly on discovery of any error.

If you refuse or fail to accept Legal Mail forwarded to you from your Registered Agent, you will bear any costs of return shipping and re-induction of the Legal Mail.

7. Annual Report and Compliance Filing Services

Description of Services

If you have purchased Annual Report and Compliance Filing Services, FLP will:

• Monitor your compliance events (e.g., State annual reports)
• Notify you of upcoming compliance events
• Prepare and file applicable compliance documents with the proper state authorities upon your approval
• Pay state filing fees on your behalf (which you will reimburse as outlined in the Payment Terms section)

Eligibility and Requirements

To qualify for our state-filing service, your entity must be in good standing with the state. If your entity is not in good standing before we begin service, you may be required to bring your entity back into good standing before we can provide Annual Report and Compliance Filing Services.

Filing Information and Timeline

You must provide FLP with accurate and complete information for your compliance filings at least 15 business days before your filing due date. Failure to provide timely information may result in late filings, penalties, or additional fees for which FLP will not be responsible.

Compliance Alerts

FLP will make reasonable efforts to contact you regarding upcoming filings. We will attempt to contact you at the email address on record up to five times to remind you of an upcoming filing. You are responsible for maintaining accurate contact information with FLP.

Filing Guarantee

For Annual Report and Compliance Filing Services, FLP guarantees that if we miss a deadline for a filing included as part of our service (provided you have submitted all required information at least 15 business days before the filing due date), we will pay the penalty fee. This guarantee does not apply if:

• You fail to provide complete and accurate information before the deadline
• You do not pay the required filing fees
• Your entity is not in good standing
• The filing is for federal or state income tax returns or other filings not expressly included in your package

Exclusions

Local, industry-specific, licensing, and tax requirements are not included as part of this filing service, unless specifically stated in your service package.

8. Corporate Filing Services

Description of Services

FLP offers various corporate filing services, including but not limited to:

• Business formation (LLC, Corporation, etc.)
• Name changes
• Amendments to corporate documents
• Foreign qualifications
• Dissolutions
• Certificates of good standing

Authorized Signatory

By purchasing corporate filing services through FLP and designating an Authorized Signatory, you grant FLP a limited power of attorney to use and sign the Authorized Signatory's name on all formation documents including but not limited to Articles of Organization, Annual Reports, Change of Registered Agent, and Amendments. If for any reason FLP has to dissolve the entity due to your inaction, or if we determine that the information provided was false, incomplete or inaccurate, you also grant FLP a limited power of attorney to use and sign the Authorized Signatory's name on any dissolution or withdrawal documents.

Entity Name Verification

As a courtesy, FLP will verify if an entity name is available in your jurisdiction. Ultimately, it is your responsibility to determine if the name or the services being provided requires licensing, credentials, or further approval from state or local authorities.

Organization or Equivalent

By requesting incorporation services through FLP and accepting these Terms, you are authorizing FLP to take all necessary steps to register your entity in your requested state(s). Such steps may include, but not be limited to:

• Listing FLP, a representative of FLP, or any third-party chosen by FLP, as the organizer (or local equivalent) of your company
• Affixing your signature on your behalf to incorporation documentation
• Filling out incorporation documentation on your behalf
• Filing incorporation documentation on your behalf
• Removing FLP or its representative as the organizer of your company

Completion of Orders

FLP will make reasonable efforts to complete your corporate filing orders in a timely manner. However, you acknowledge that some filings are subject to processing times and requirements imposed by state or government agencies, which are beyond FLP's control.

9. Payment Terms

Service Fees

FLP charges you for service fees and state filing fees. The state filing fees pass directly to the state and are subject to change based on state requirements. FLP may collect these fees directly or using a third-party payment service. You are responsible for paying all fees associated with the Services you select.

Subscription Services for Multiple Entities

If you subscribe to our Services to manage multiple entities:

1. Subscription Model: Our subscription model allows you to add and manage multiple business entities through a single user account. Subscription fees apply to the user account, while entity-specific fees (such as state filing fees, registered agent fees, and other service fees) apply to each individual entity.
2. Entity Addition and Removal: You may add entities to or remove entities from your subscription at any time, subject to any minimum commitment periods or early termination fees that may apply.
3. Entity-Specific Services: Each entity you add will be treated as a separate legal customer with respect to entity-specific services (such as Registered Agent Services, Annual Report and Compliance Filing Services, and Corporate Filing Services). Entity-specific terms for these services apply to each entity individually.
4. Billing Separation: You acknowledge that FLP may bill your payment method separately for:
   • Your user subscription fees
   • Service fees associated with each entity
   • State filing fees and other third-party fees for each entity
5. Access Management: As the subscription holder, you have the ability to control which entities are covered by your subscription. You are responsible for managing access to entity information and for all activities that occur under your subscription.

One-Time Payments

FLP offers services that are subject to a one-time fee. These services include filing for an EIN on your business' behalf, requesting priority handling of the formation of your business with the State, and other services that may be offered by FLP from time to time. One-time service payments are payable at the time of your request.

Recurring Payments

For subscription-based services like Registered Agent Services and Annual Report and Compliance Filing Services, you authorize FLP to charge the payment method on file on either the monthly or yearly anniversary of your engagement of the services, as appropriate.

If a payment fails or expires, you will be notified by FLP and access to the Services may be suspended until payment is received. If you have not made any payments on your subscription by the one-month anniversary of your billing date, FLP may suspend your service and terminate your subscription.

10. Electronic Communications

Email Communications

By using our Services, you consent to receive communications from FLP electronically, including via email. You agree that all agreements, notices, disclosures, and other communications that FLP provides to you electronically satisfy any legal requirement that such communications be in writing. You acknowledge and agree that:

1. Email as Official Communication: Email is our primary communication method for all account-related matters, including but not limited to:
   • Account notifications and updates
   • Service confirmations and receipts
   • Legal and compliance notices
   • Filing status updates
   • Renewal reminders
   • Payment confirmations and receipts
2. Email Delivery Responsibility: You are responsible for:
   • Maintaining a valid email address associated with your account
   • Ensuring our emails are not filtered as spam or junk mail
   • Regularly checking your email for communications from FLP
   • Promptly notifying us of any email address changes
3. Deemed Receipt: Email communications are deemed received when sent by FLP, regardless of when you actually read them. FLP is not responsible for communications not received due to inaccurate contact information, technical issues with your email service, or filtering/spam settings.
4. Email Records: FLP maintains records of all emails sent for legal and service purposes. These records may be used to confirm delivery of important notices or as evidence of communication in case of disputes.

SMS/Text Message Communications

If you provide your mobile phone number to FLP, you consent to receive SMS/text messages from FLP related to your account and services. Regarding text message communications:

1. Types of Text Messages: We may send text messages regarding:
   • Account verification and security
   • Service status updates and alerts
   • Filing deadline reminders
   • Payment reminders and confirmations
   • Important service notifications
2. Frequency and Charges: Standard message and data rates may apply to any messages sent to or from you. The number of messages varies based on your account activity and service selections. You are responsible for any charges from your mobile carrier.
3. Opting Out: You may opt out of receiving text messages by:
   • Replying STOP to any text message from FLP
   • Adjusting your communication preferences in your account settings
   • Contacting customer support at [email protected]
4. Conditions of Use: Your consent to receive text messages is not a condition of purchase or use of any FLP services. You may choose to receive communications through email only.
5. Supported Carriers: Text messaging services may not be compatible with all cellular networks. FLP is not liable for delayed or undelivered messages.
6. Third-Party Service Providers: You acknowledge that FLP may use third-party service providers to deliver text messages, and your information may be shared with these providers solely for the purpose of delivering these messages.

By providing your phone number and using our Services, you represent that you are the owner or authorized user of the mobile device and phone number provided, and that you are authorized to approve charges related to text messages.

Automatic Renewal

Your subscription will automatically renew each month or year on the corresponding date you began using the Services, and the payment method on file with FLP will be charged each month or year unless you notify FLP and terminate the services in accordance with these Terms.

BY ACCEPTING THESE TERMS OF SERVICE, YOU UNDERSTAND AND AGREE THAT UNLESS AND UNTIL YOU CANCEL YOUR SUBSCRIPTION TO THE SERVICES:

1. YOUR SUBSCRIPTION TO THE SERVICES WILL AUTOMATICALLY RENEW AT THE END OF EACH SUBSCRIPTION PERIOD
2. YOU WILL AUTOMATICALLY BE BILLED AT THE START OF EACH NEW SUBSCRIPTION PERIOD
3. PERIODIC CHARGES FOR EACH NEW SUBSCRIPTION PERIOD WILL BE AUTOMATICALLY BILLED TO YOUR DESIGNATED PAYMENT METHOD

Notice of Automatic Billing

FLP may send a reminder email to the email address of record for your account before your billing dates. This notice is provided as a courtesy only, and FLP is not obligated or required to provide such notice. You acknowledge and agree that (i) your failure to read, (ii) your inability to receive, and/or (iii) the failure of FLP to send the email does not create any liability on the part of FLP.

Abandoned or Incomplete Orders

If you do not provide the information necessary to complete your order within 120 days, the order may be canceled and considered abandoned. Both parties acknowledge that FLP incurs costs for undertaking work, and both parties intend to complete the order. Abandoned orders may result in liquidated damages equal to the amount paid to FLP for reimbursement of our commitment to service this order.

Refund Policy

You agree that, unless FLP is at fault and other than as required by applicable law, you shall have no right to cancel any order for cash refund or store credit after the applicable time thresholds indicated below. All refunds are subject to our discretion and assessment of the circumstances:

• Formation Services: Purchases are backed by our 60-day money-back guarantee. Once we submit documents or any paperwork to the government on your behalf, we cannot refund the filing fees, including state filing fees.
• Non-Subscription Products: If your order has been completed (meaning it is available for download in your FLP dashboard) and you are not satisfied with the order, you have 7 days to request a refund.
• Annual Subscriptions: If you would like to cancel your subscription, you may do so within 30 days of purchase for a full refund less any state or other third-party fees. After 30 days, we can cancel your subscription but no prorated refunds will be issued.
• Monthly Subscriptions: If you would like to cancel your monthly subscription or service, no prorated refunds will be issued. Once your monthly subscription has been canceled, we will stop all future billing. You'll have access to the product and data through the end of the term.

Installment Payment Plans

For certain qualifying purchases, FLP may offer installment payment plans:

1. You authorize FLP to charge your credit card for the initial payment when you place your order and for subsequent installments on scheduled dates.
2. If your payment is declined, we may make multiple attempts to bill your card. Continued payment defaults may result in collection efforts and account information being reported to credit bureaus.
3. FLP may restrict your ability to make further purchases if you are delinquent on payments and may pursue collection of delinquent payments.

10. Payment Disputes and Chargebacks

No Chargeback Policy

By using our Services and providing your payment information, you agree to the following regarding payment disputes:

1. Dispute Resolution Process: You agree to resolve any billing disputes directly with FLP before initiating a chargeback or payment reversal with your credit card issuer, bank, or payment service provider. To dispute a charge, please contact our customer support at [email protected] within 30 days of the charge.
2. Chargeback Consequences: If you initiate a chargeback or payment reversal without first attempting to resolve the issue with FLP, we reserve the right to:
   • Immediately suspend or terminate your account and all associated services
   • Charge a chargeback processing fee of $50 per chargeback
   • Retain any pre-paid fees for services
   • Withhold delivery of any pending services or documents
   • Require payment by alternative methods for future transactions
   • Report the account to credit bureaus or collections agencies
3. Service Continuation During Disputes: For subscription services, if you dispute a charge but wish to continue receiving services, you must provide an alternative payment method while the dispute is being resolved.
4. Evidence Submission: You acknowledge that FLP will submit evidence of services provided, these Terms of Service, payment confirmations, IP addresses, and other relevant information to payment processors in response to any chargeback claims.
5. Non-Refundable Services: For services that have already been performed or where government filings have been made, you acknowledge that these services cannot be reversed and are therefore not eligible for chargebacks or refunds as indicated in our Refund Policy.
6. State Filing Fees: You explicitly acknowledge that state filing fees paid to government agencies are non-refundable once the filing has been submitted, regardless of outcome or processing time.
7. Recurring Payment Authorization: For subscription services, you authorize recurring payments and acknowledge that these are ongoing payment obligations that you have approved. Failure to cancel according to our cancellation policy does not justify a chargeback.

11. User Content and Acceptable Use

User Content

"User Content" means any information and content that you submit to, or use with, our Services (e.g., content in your profile, documents, including governmental filings, completed forms, certificates, records, messages, and information submitted). You are solely responsible for your User Content and assume all risks associated with its use, including any reliance by FLP on its accuracy, completeness, or any disclosure of your User Content that personally identifies you or any third party.

License

You hereby grant to FLP an irrevocable, nonexclusive license to reproduce, store, and otherwise use your User Content for the purposes of including your User Content in the Services requested by you.

Acceptable Use Policy

You agree not to use the Services to collect, upload, transmit, display, or distribute any User Content that:

• Violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right
• Is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another's privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual
• Is harmful to minors in any way
• Is in violation of any applicable law, regulation, or obligations or restrictions imposed by any third party

In addition, you agree not to:

• Upload, transmit, or distribute any computer viruses, worms, or any software intended to damage or alter a computer system or data
• Send unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes, or any other form of duplicative or unsolicited messages
• Harvest, collect, gather or assemble information or data regarding other users without their consent
• Interfere with, disrupt, or create an undue burden on servers or networks connected to the Services
• Attempt to gain unauthorized access to the Services or to other computer systems or networks connected to or used together with the Services
• Harass or interfere with any other user's use and enjoyment of the Services

Enforcement

We reserve the right (but have no obligation) to review any User Content, and to investigate and/or take appropriate action against you in our sole discretion if you violate the Acceptable Use Policy or any other provision of these Terms. Such action may include removing or modifying your User Content, terminating your Account, and/or reporting you to law enforcement authorities.

Feedback

If you provide FLP with any feedback or suggestions regarding the Services ("Feedback"), you hereby assign to FLP all rights in such Feedback and agree that FLP shall have the right to use and fully exploit such Feedback and related information in any manner it deems appropriate. FLP will treat any Feedback you provide as non-confidential and non-proprietary.

12. Confidentiality and Information Security

Confidential Information

FLP understands the sensitive nature of the information you provide to us. In this section, "Confidential Information" includes any non-public information provided by you to FLP in connection with the Services, including but not limited to:

• Business formation documents and filings
• Corporate governance information
• Entity ownership and management details
• Financial information
• Federal Tax ID numbers and other tax-related information
• Personal identifying information of business owners, officers, or representatives
• Login credentials
• Customer data stored within our systems

Our Confidentiality Obligations

FLP agrees to:

1. Maintain Confidentiality: Treat your Confidential Information with at least the same degree of care that we use to protect our own confidential information, but in no case less than reasonable care.
2. Limited Use: Use your Confidential Information only for the purpose of providing the Services you have requested.
3. Limited Disclosure: Share your Confidential Information only with:
   • Our employees, contractors, and service providers who need access to provide the Services and who are bound by confidentiality obligations
   • Our affiliated entity, FLP RA Services LLC, as necessary to provide the Services
   • Third-party service providers as necessary to fulfill our service obligations to you
   • Government agencies as required to fulfill filing obligations you have requested
4. Security Measures: Implement and maintain reasonable technical, administrative, and physical safeguards designed to protect the security and confidentiality of your information.
5. Breach Notification: Notify you of any unauthorized access to or disclosure of your Confidential Information in accordance with applicable law.

Exclusions from Confidentiality

Confidentiality obligations do not apply to information that:

• Is or becomes publicly available through no fault of FLP
• Is independently developed by FLP without use of your Confidential Information
• Was rightfully known to FLP prior to receiving it from you
• Is rightfully received by FLP from a third party without a duty of confidentiality
• Is required to be disclosed by law, regulation, or court order (in which case FLP will provide you with notice and an opportunity to seek protection of the information prior to disclosure, if legally permitted)

Public Records

You acknowledge that many business filings become part of the public record once filed with government agencies. FLP is not responsible for maintaining the confidentiality of information that becomes public through government filings that you have authorized us to make on your behalf.

Your Confidentiality Obligations

You agree to keep confidential any non-public information you receive from FLP, including information about our systems, processes, proprietary technologies, pricing structures (except as they apply to your purchases), and business methodologies.

Term of Confidentiality Obligations

Confidentiality obligations under this section shall remain in effect during your use of the Services and for a period of three (3) years thereafter, except for personal information protected under privacy laws, which shall be maintained confidentially for as long as required by applicable law.

13. Privacy and Data Collection

Collection and Use of Information

You agree that FLP and its subsidiaries and agents may collect, maintain, process and use diagnostic, technical, usage and related information, including but not limited to information about your computer, system and application software, and peripherals, that is gathered periodically to facilitate the provision of software updates, product support and other services to you (if any) related to the Services, and to verify compliance with these Terms.

Data Privacy

Data Rights and Privacy Compliance

FLP is committed to compliance with applicable data protection laws. The following provisions apply to our data practices:

1. U.S. State Privacy Laws:
   • For California residents, we comply with the California Consumer Privacy Act (CCPA) and California Privacy Rights Act (CPRA)
   • For Virginia residents, we comply with the Virginia Consumer Data Protection Act (VCDPA)
   • For Colorado residents, we comply with the Colorado Privacy Act (CPA)
   • For other states with comprehensive privacy laws, we make reasonable efforts to comply with applicable requirements
   If you are a resident of a state with applicable privacy legislation, you may have specific rights regarding your personal information. Please review our Privacy Policy for details on how to exercise these rights.
2. International Data Transfers:
   • While our Services are intended for U.S. users, we recognize that international users may access our platform
   • Any data collected from users outside the United States will be transferred to and processed in the United States
   • By using our Services, you consent to the transfer of information to the United States, which may have different data protection rules than your country
3. Legal Basis for Processing:
   • We process your personal information based on: (a) your consent; (b) necessity to perform our contract with you; (c) compliance with legal obligations; and/or (d) our legitimate business interests
   • Where consent is the basis for processing, you may withdraw consent, though this may impact our ability to provide Services
4. Data Protection Measures:
   • We implement reasonable technical, administrative, and physical safeguards to protect your information
   • We restrict access to personal information to authorized employees, contractors, and service providers who need access to perform their work
   • We regularly review our data protection practices and update them as necessary
5. Law Enforcement and Legal Requests:
   • We may disclose your information in response to valid legal processes, including subpoenas, court orders, or search warrants
   • We may disclose information if we believe disclosure is necessary to: (a) comply with the law; (b) protect our rights or property; (c) prevent fraud or abuse; or (d) protect personal safety
6. Children's Privacy:
   • Our Services are not directed to children under 18 years of age
   • We do not knowingly collect personal information from children under 18
   • If we learn we have collected personal information from a child under 18, we will delete that information unless retention is necessary to provide our Services or we have a legal obligation to retain such data

Data Retention and Deletion

FLP maintains specific data retention practices designed to comply with legal obligations and support legitimate business purposes:

1. General Data Retention Period: We retain your personal information and entity data for as long as your account remains active, plus a reasonable period thereafter to:
   • Comply with legal obligations
   • Resolve disputes
   • Enforce our agreements
   • Protect our legal interests
2. Account Deletion Requests: If you request to delete your user account:
   • We will deactivate your user account within 30 days of your request
   • Your personal profile information will be removed from active use
   • Your user credentials will be invalidated
   • Your subscription will be canceled if applicable
3. Entity Data Retention: When a user account is deleted, entity data associated with that account:
   • Will be maintained in accordance with legal and regulatory requirements
   • May be retained for up to 7 years after the last transaction or activity
   • May be retained indefinitely for entities that are still active in state records
   • Will remain accessible to other authorized users who have access to the entity
4. Regulatory Compliance: We retain certain information for extended periods to comply with:
   • Tax laws and regulations (generally 7 years)
   • Anti-money laundering (AML) regulations
   • Know Your Customer (KYC) requirements
   • Corporate and securities laws
   • Litigation holds or government investigations
5. Anonymous and Aggregate Data: We may retain anonymized or aggregated data indefinitely, as this information can no longer be linked to you personally.
6. Legal Requests: You acknowledge that we may be legally required to retain certain data despite deletion requests. If you request deletion of information that we are legally required to retain, we will:
   • Inform you of the retention requirement if legally permitted to do so
   • Retain only the specific information required by law
   • Continue to protect such information in accordance with these Terms
   • Delete such information when no longer legally required to retain it
7. Access to Retained Data: After account deletion, any retained data will only be accessible to authorized FLP personnel for legitimate business or legal purposes, and will not be used for marketing or other commercial purposes.

Location Data

If you opt in to location data, FLP and its partners, licensees and third-party developers may provide certain services that rely upon location information. To provide these services, where available, FLP and its partners, licensees and third-party developers may transmit, collect, maintain, process and use your location data, including the real-time geographic location of your computer, and location search queries.

Disclosure of Information

As FLP continues to develop its business, it might sell or buy other companies or assets or be acquired or have substantially all of its assets acquired by a third party. In such transactions, customer information generally is one of the transferred business assets. You hereby consent to the transfer of your information as one of the transferred assets and to be used for any purpose allowed under this Agreement (subject to privacy and confidentiality provisions).

14. Third-Party Links and Services

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15. Limitation of Liability

No Professional Advice

The content, information, and Services provided by FLP are for informational purposes only and are not intended to constitute professional advice of any kind. You should consult with a qualified professional advisor before making any financial, legal, or other decisions that may affect your business. FLP is not responsible for any decision made or action taken or not taken in reliance on the content or Services provided.

Warranty Disclaimer

YOU UNDERSTAND AND AGREE THAT THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS AND THAT FLP EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO:

• IMPLIED WARRANTIES OF MERCHANTABILITY
• FITNESS FOR A PARTICULAR PURPOSE
• NON-INFRINGEMENT
• TITLE
• CUSTOM, TRADE, QUIET ENJOYMENT, OR SYSTEM INTEGRATION
• WARRANTIES ARISING FROM COURSE OF DEALING, COURSE OF PERFORMANCE, OR USAGE OF TRADE

FLP DOES NOT WARRANT THAT:

• THE SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS
• THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE
• THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE, RELIABLE, COMPLETE, OR CURRENT
• ANY ERRORS IN THE SERVICES WILL BE CORRECTED
• THE SERVICES OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS
• THE SERVICES ARE FREE FROM DEFECTS
• ANY FILES OR DATA YOU DOWNLOAD FROM THE SERVICES WILL BE FREE FROM CORRUPTION OR HARMFUL COMPONENTS

NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM FLP OR THROUGH OR FROM THE SERVICES SHALL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR LIMITATIONS ON APPLICABLE STATUTORY RIGHTS OF A CONSUMER, SO SOME OR ALL OF THE ABOVE EXCLUSIONS AND LIMITATIONS MAY NOT APPLY TO YOU.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT FLP WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, COMPENSATORY, CONSEQUENTIAL OR EXEMPLARY DAMAGES (COLLECTIVELY, "DAMAGES"), RESULTING FROM:

• THE USE OR INABILITY TO USE THE SERVICES
• THE COST OF ANY GOODS AND/OR SERVICES PURCHASED OR OBTAINED AS A RESULT OF THE USE OF THE SERVICES
• DISCLOSURE OF, UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR INFORMATION OR CONTENT
• CONTENT YOU SUBMIT, RECEIVE, ACCESS, TRANSMIT OR OTHERWISE CONVEY THROUGH THE SERVICES
• STATEMENTS OR CONDUCT OF ANY SERVICE PROVIDERS OR OTHER THIRD PARTY THROUGH THE SERVICES
• ANY OTHER MATTER RELATING TO THE SERVICES

NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE LESSER AMOUNT OF $500 OR THE AMOUNT PAID, IF ANY, BY YOU TO US DURING THE SIX (6) MONTH PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING.

Indemnification

You agree to indemnify, defend and hold harmless FLP, its officers, managers, owners, employees, agents, designees, users, successors, assigns, service providers and suppliers from and against all losses, liabilities, expenses, damages, claims, demands and costs, including reasonable attorneys' fees and court costs due to or arising from:

• Any violation of these Terms by you
• The inaccurate or untruthful Content or other information provided by you to FLP or that you submit, transmit or otherwise make available through the Services
• Any intentional or willful violation of any rights of another or harm you may have caused to another

FLP will have sole control of the defense of any such damage or claim.

16. Dispute Resolution

Dispute Resolution

Please read this Arbitration Agreement carefully. It is part of your contract with FLP and affects your rights. It contains procedures for MANDATORY BINDING ARBITRATION AND A CLASS ACTION WAIVER.

Applicability of Arbitration Agreement

All claims and disputes (excluding claims for injunctive or other equitable relief as set forth below) in connection with the Terms or the use of any product or service provided by FLP that cannot be resolved informally or in small claims court shall be resolved by binding arbitration on an individual basis under the terms of this Arbitration Agreement. This Arbitration Agreement applies to you and FLP, and to any subsidiaries, affiliates, agents, employees, predecessors in interest, successors, and assigns, as well as all authorized or unauthorized users or beneficiaries of services or goods provided under the Terms.

Notice Requirement and Informal Dispute Resolution

Before either party may seek arbitration, the party must first send to the other party a written Notice of Dispute describing the nature and basis of the claim or dispute, and the requested relief. A Notice to FLP should be sent to: 360 Central Ave. Ste 800, St. Petersburg, FL 33701, Attention: Dispute Resolution. After the Notice is received, you and FLP may attempt to resolve the claim or dispute informally. If you and FLP do not resolve the claim or dispute within thirty (30) days after the Notice is received, either party may begin an arbitration proceeding.

Arbitration Rules

Arbitration shall be initiated through the American Arbitration Association ("AAA"), an established alternative dispute resolution provider. The rules of the AAA shall govern all aspects of the arbitration, except to the extent such rules are in conflict with the Terms. The AAA Consumer Arbitration Rules governing the arbitration are available online at www.adr.org or by calling the AAA at 1-800-778-7879. The arbitration shall be conducted by a single, neutral arbitrator.

Any claims or disputes where the total amount of the award sought is less than Ten Thousand U.S. Dollars (US $10,000.00) may be resolved through binding non-appearance-based arbitration, at the option of the party seeking relief. For claims or disputes where the total amount of the award sought is Ten Thousand U.S. Dollars (US $10,000.00) or more, the right to a hearing will be determined by the Arbitration Rules.

Waiver of Jury Trial

THE PARTIES HEREBY WAIVE THEIR CONSTITUTIONAL AND STATUTORY RIGHTS TO GO TO COURT AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY, instead electing that all claims and disputes shall be resolved by arbitration under this Arbitration Agreement.

Waiver of Class or Consolidated Actions

ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED OR LITIGATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS BASIS, AND CLAIMS OF MORE THAN ONE CUSTOMER OR USER CANNOT BE ARBITRATED OR LITIGATED JOINTLY OR CONSOLIDATED WITH THOSE OF ANY OTHER CUSTOMER OR USER.

Courts

In any circumstances where the foregoing Arbitration Agreement permits the parties to litigate in court, the parties hereby agree to submit to the personal jurisdiction of the courts located within Pinellas County, Florida, for such purpose.

17. Termination

Term

Subject to this Section, these Terms will remain in full force and effect while you use the Services.

Termination by FLP

We may suspend or terminate your rights to use the Services (including your Account) at any time for any reason at our sole discretion, including failure to verify your identity or for any use of the Services in violation of these Terms. We will attempt to notify you of termination where we have advance notice so that you can download your User Content.

Termination by You

You may elect to discontinue some or all of your paid services at any time by contacting [email protected]. Should you elect to discontinue any of the paid services prior to the expiration of the initial term, you may be required to pay a cancellation fee and any other expenses which have been paid or incurred by FLP, including state or third-party vendor fees.

Obligations Upon Termination

Upon termination of your rights under these Terms, your Account and right to access and use the Services will terminate immediately. You understand that any termination of your Account may involve deletion of your User Content associated with your Account from our live databases.

Registered Agent Service Termination

After termination of your Registered Agent Service, you agree that:

1. You are responsible for all expenses incurred by your use of the Registered Agent Services after termination, including, but not limited to, shipping charges incurred to forward Legal Mail received on your behalf.
2. You must assign another registered agent in that jurisdiction or act as your own registered agent, where lawful, and must pay all fees related to changing your agent. In addition, you must notify FLP that you have properly changed registered agents and provide FLP with satisfactory written proof that FLP is no longer listed as your registered agent.
3. After you replace FLP as your registered agent, or FLP otherwise resigns, any Legal Mail that FLP receives on your behalf will be marked "Return to Sender" if it is first class mail or destroyed if it is not. You waive and release FLP from compliance with any obligation to forward or re-mail Legal Mail received after your subscription has been terminated.
4. You acknowledge that you have sole responsibility for notifying senders (including all government agencies) of your new registered agent address.
5. FLP will make available to you a file of your Registered Agent Services account content within 30 days of termination if you so request at that time. FLP has no obligation to retain this data and may delete such data 30 days after termination.

18. Miscellaneous Provisions

Force Majeure

Neither party shall be liable for any failure or delay in performance under these Terms (other than for delay in the payment of money due and payable hereunder) for causes beyond that party's reasonable control and occurring without that party's fault or negligence, including, but not limited to, acts of God, acts of government, flood, fire, civil unrest, acts of terror, strikes or other labor problems, computer attacks or malicious acts, such as attacks on or through the Internet, any Internet service provider, telecommunications or hosting facility. Dates by which performance obligations are scheduled to be met will be extended for a period of time equal to the time lost due to any delay so caused.

19. Artificial Intelligence and Generated Content

AI-Generated Content

FLP may use artificial intelligence ("AI") technologies, including generative AI, to create, enhance, or deliver certain aspects of our Services. By using our Services, you acknowledge and agree to the following:

1. AI Technology Disclosure: Certain content, responses, documents, or communications you receive through our Services may be partially or fully generated using AI technologies. We will make reasonable efforts to identify when AI-generated content is being used for substantive matters but may not explicitly identify all instances of AI usage.
2. Limitations of AI-Generated Content: AI-generated content is provided "as is" and may:
   • Contain inaccuracies, errors, or omissions
   • Not be suitable for your specific business situation
   • Require human review and modification
   • Not constitute legal, tax, or business advice
3. Human Oversight: While we employ AI technologies, human oversight is involved in our service delivery process. For critical documents and filings, human review is incorporated into our workflow before submission to government agencies.
4. User-Provided Content for AI Processing: When you provide information to our Services, you authorize FLP to process that information using AI technologies. This may include:
   • Analyzing your inputs and data
   • Generating responses and recommendations
   • Creating draft documents
   • Personalizing your experience
5. No AI Training: FLP does not use your confidential business information or documents to train or improve general AI models that would be used for other customers or purposes outside of providing services to you.
6. Third-Party AI Services: FLP may use third-party AI service providers to deliver aspects of our Services. Your information may be processed by these providers solely for the purpose of delivering our Services to you, subject to appropriate confidentiality and security measures.
7. AI Output Ownership: Documents and content created for you using AI technologies, once delivered to you, are owned by you subject to the license granted to FLP in these Terms. However, FLP retains ownership of the underlying AI technologies, algorithms, and systems.
8. Warranty Disclaimer for AI Content: IN ADDITION TO THE GENERAL WARRANTY DISCLAIMERS IN THESE TERMS, FLP MAKES NO REPRESENTATIONS OR WARRANTIES ABOUT THE ACCURACY, RELIABILITY, COMPLETENESS, OR TIMELINESS OF ANY AI-GENERATED CONTENT. YOU ARE RESPONSIBLE FOR REVIEWING AND VERIFYING ALL CONTENT BEFORE RELYING ON IT FOR BUSINESS PURPOSES.

No Agency Relationship

Nothing contained in these Terms shall be construed as creating any agency, partnership, joint venture, or other form of joint enterprise, employment, or fiduciary relationship between the parties. Neither party has authority to contract for or bind the other party in any manner whatsoever.

Payment Disputes and Chargebacks

Please see Section 10 above (Payment Disputes and Chargebacks) for our full policy regarding chargebacks and dispute resolution related to payments.

Electronic Communications and Signatures

You consent to receive communications from FLP electronically, and you agree that all agreements, notices, disclosures and other communications that FLP provides to you electronically satisfy any legal requirement that such communications be in writing. You further agree that electronic signatures, whether digital or encrypted, included in these Terms or any other agreement are intended to authenticate such agreements and have the same force and effect as manual signatures.

Assignment and Transferability

Assignment by Customer

These Terms and the rights and obligations hereunder may not be transferred, assigned, or delegated in any manner by you without the prior written consent of FLP. Any attempt to transfer, assign, or delegate without such consent will be null and void and without legal effect.

Assignment by FLP

FLP may freely transfer, assign, or delegate these Terms and the rights and obligations hereunder, in whole or in part, without your consent or prior notice to you. If FLP assigns these Terms, the assignee will assume all rights and obligations of FLP, and FLP will be released from all further obligations under these Terms. After such assignment, these Terms will bind and benefit the assignee and you rather than FLP and you.

Business Transfers

In the event of a merger, acquisition, bankruptcy, or other sale of all or a portion of FLP's assets or equity, you acknowledge and agree that any FLP customer data or personal information (including account information) may be among the assets transferred to the acquirer or to the successor or assignee, and their successors and assignees. In such case, FLP will provide you with notice via email or through a prominent notice on our website of such change in ownership or transfer of assets and your continued use of the Services after such notice will signify your acceptance of the revised Terms.

Waiver

It will not be considered a waiver of FLP's rights if FLP fails to enforce any of the terms or conditions of these Terms against you.

Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable for any reason by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make such provision valid, legal, and enforceable, and the remaining provisions shall be unaffected and remain in full force and effect. If such provision cannot be modified to be valid, legal, and enforceable, such provision shall be severed from the Terms with the remaining provisions remaining unaffected and in full force and effect.

Entire Agreement

These Terms govern your use of the Services and constitute the entire agreement between you and FLP. They supersede any prior or contemporaneous negotiations, discussions or agreements, whether written or oral, between you and FLP regarding the subject matter contained in these Terms.

Governing Law

These Terms and the relationship between you and FLP will be governed by the laws of the State of Florida, notwithstanding the choice of law provisions of the venue where any action is brought, where the violation occurred, where you may be located or any other jurisdiction.

Notice

You agree that FLP may communicate any notices to you under this Agreement, through electronic mail, regular mail or posting the notices on the Website. All notices to FLP will be provided by sending: (i) an email to [email protected] or (ii) a letter, first class certified mail, to FLP RA Services LLC, 360 Central Ave. Ste 800, St. Petersburg. FL 33701.

For contractual purposes, you (a) consent to receive communications from FLP in an electronic form; and (b) agree that all terms and conditions, agreements, notices, disclosures, and other communications that FLP provides to you electronically satisfy any legal requirement that such communications would satisfy if it were be in a hardcopy writing.

By using the Services of FLP RA Services LLC, you acknowledge that you have read, understood, and agree to these Terms of Service.

Last Updated: February 26, 2025