Service Description: Preparation of Legal Documents for SEC Form S-1

Syndicate Legal Advisory Services provides nationwide legal document preparation services for companies preparing Form S-1 registration statements under the Securities Act of 1933. We prepare Form S-1 and related supporting materials based on the company information, financial data, and specific instructions you provide.

Documents Commonly Prepared

We prepare a full range of documents associated with a Form S-1 filing, including but not limited to:

Form S-1 Registration Statement: Completion of the registration statement, including Part I (the prospectus) covering items such as the prospectus summary, risk factors, use of proceeds, dilution, selling security holders, plan of distribution, description of securities, business description, MD&A, management and executive compensation, and financial statements, and Part II covering other expenses of issuance and distribution, indemnification of directors and officers, recent sales of unregistered securities, exhibits and financial statement schedules, and undertakings, based on the information and content you supply.
Prospectus and Related Sections: Formatting of the investor-facing prospectus and specific disclosure sections under Regulation S-K and Regulation S-X, based on the narratives, data, and materials you provide.
Exhibits and Schedules: Organization and formatting of required exhibits (such as organizational documents, material contracts, legal opinions, auditor consents, and subsidiary lists) and financial statement schedules, based on the documents and information you supply.
Amendments (Form S-1/A): Preparation of amended registration statements incorporating updates, responses to comments, or revised financials, based on the corrected or updated details you provide.
Related Supporting Materials: Organization of attachments, signature pages, filing fee tables, or other materials referenced in the registration statement, based on the information you supply.

Documents are prepared for use in connection with electronic filings through the SEC’s EDGAR system (subject to the information you provide). Form S-1 is the registration statement used for public offerings of securities (including initial public offerings) by domestic issuers; it must include audited financial statements prepared in accordance with Regulation S-X and audited by a PCAOB-registered firm; the registration statement undergoes SEC review and must become effective before securities may be sold; clients remain fully responsible for determining eligibility to use Form S-1, the accuracy and completeness of all disclosures, timely electronic filing via EDGAR, responses to SEC comments, and compliance with all Securities Act, Regulation S-K, Regulation S-X, and SEC requirements.

CM - IPO - SEC FORM S-1

$2,750.00

Quantity

All services are provided by:
An Attorney, who is duly appointed by the State Bar in the State where the Attorney practices law.

A Lawyer, who is someone who has completed Law School (or its equivalent, such as the California Law Office Study Program) and who is not a member of any State Bar and is not suspended or barred from practicing law. A Lawyer must have no less than five-years industry experience either practicing law as an attorney or working in a Law Firm.

A Retired Judge.

A Law Clerk (same definition as “Lawyer” but may have less than five years industry experience).

A Paralegal, who holds a valid Paralegal Certificate from an Accredited Paralegal University, College or Trade School, and someone who has no less than five years’ experience working in a law office.
Service providers are designated by Syndicate Legal Advisory Services' management, and Client will receive the needed services which will be rendered pursuant to this Agreement. Syndicate Legal Advisory Services has sole judgment relating to all services provided to the Client. The purchased legal services will continue until all legal documents have been prepared and delivered to the Client (by email) or the purchased legal services are terminated by Syndicate Legal Advisory Services or the Client (the Client may also be referred to as the "Primary Party").
All titles are part of and are subject to all the General Provisions of this Agreement.
It is important for you to understand the following Terms and General Provisions as they apply to this Agreement.
Client: Shall mean: ______________________ (the Primary Party), The Primary Party’s Spouse, and either of their children under the age of 18 years old.
Effective Date: The Effective Date is the date on which the Primary Party has completed executing this Agreement and paid the fee associated with the proposed legal document preparation services.
Entire Agreement: This Agreement represents the entire agreement between the Client and Syndicate Legal Advisory Services.
Exclusions: No services detailed in this Agreement or at www.SyndicateLegalAdvisory.com are available for any acts or omissions performed in the commission of any crime unless such services are specifically set out and agreed to by all partiers before the services are performed. This includes (but is not limited to) the breaking of any municipal, state or federal law.
Primary Party: shall be ______________________________.
Services Contract: All services provided by Syndicate Legal Advisory Services shall be subject to the terms of this Agreement. The terms must be agreed upon prior to the time that services are rendered. This Agreement details the scope of services to be provided by Syndicate Legal Advisory Services.
Territory: This Agreement provides services within the United States, Canada, and other international locations where Syndicate Legal Advisory Services staff and/or network of Attorney’s, Lawyers, Law Clerks, Retired Judges & Paralegals are located.
Fees and Costs Not Included. The fee charged by Syndicate Legal Advisory Services (the “Fee”) covers document preparation and the related services described in the applicable Service Description only. The Fee does not include, and Syndicate Legal Advisory Services shall not be responsible for, any of the following costs, fees, or charges, all of which are separate from the Fee and shall remain the sole responsibility of the Client:
Electronic filing (e-filing) fees and any related service provider or convenience fees;

Court filing fees, motion fees, hearing fees, and any other fees charged by a court, including any fees associated with a fee waiver application that is denied or later reversed;

Registration fees, including fees charged by any governmental agency, registry, or administrative body;

Recording fees charged by any county recorder or similar office;

Service of process fees, including fees charged by registered process servers, sheriffs, or marshals, and fees for publication or substituted service;

Postage, certified or registered mail, overnight delivery, and courier charges;

Fees for certified, conformed, or exemplified copies of documents;

Notary, apostille, or authentication fees;

Fees for background checks, fingerprinting, investigations, home studies, or reports, and any fees charged by a government agency or licensed adoption agency;

Translation, interpreter, or transcription fees;

Photocopying, printing, and scanning charges incurred outside of Syndicate Legal Advisory Services’ standard document preparation; and

Any other third-party costs, fees, taxes, penalties, or charges of any kind, whether or not listed above, that arise in connection with the services.
Client Responsibility. The Client shall pay all such costs directly to the appropriate third party when due, or shall promptly reimburse Syndicate Legal Advisory Services if it advances any such cost at the Client’s request. Syndicate Legal Advisory Services is under no obligation to advance any third-party cost. Amounts of third-party fees may change without notice, and Syndicate Legal Advisory Services makes no representation regarding the amount of any such fee. Failure to timely pay any such cost may result in rejection of filings, delay, or dismissal, and Syndicate Legal Advisory Services shall not be liable for any resulting consequences.
Syndicate Legal Advisory Services will send you copies of all completed work, documents, correspondence, and other information. These copies will be the Client's file copies. Syndicate Legal Advisory Services will also keep the information in a file at the Corporate Office of Syndicate Legal Advisory Services. Syndicate Legal Advisory Services will be “our file”. Please have “your file” available during any in-person meeting / video conferences / teleconferences so that all parties have the necessary information available to them. Once Syndicate Legal Advisory Services has completed the services, Syndicate Legal Advisory Services will close the file and return any original documents to the Primary Party. Syndicate Legal Advisory Services will then store the file for approximately six (6) years. Syndicate Legal Advisory Services will destroy the file after that period of time unless the Primary Party instructs Syndicate Legal Advisory Services in writing to keep the file longer.
The Client may terminate any of the Services at any time with or without cause by notifying Syndicate Legal Advisory Services in writing, by an email to STEVE@STEVEMUELLERLEGAL.COM, of the Client's desire to do so. Upon receipt of the notice to terminate select services, Syndicate Legal Advisory Services will stop all services work on the Client’s behalf immediately. Syndicate Legal Advisory Services will deduct all hours for services rendered to the Client before the date of written notice of termination was received by Syndicate Legal Advisory Services.
If the Primary Party terminates any services prior to the completion of the services, Syndicate Legal Advisory Services will be entitled to collect a reasonable fee for the work Syndicate Legal Advisory Services has performed, based upon the amount of time required, the complexity of the matter, the time frame within which the work must be performed, experience, ability, the responsibility involved and the percentage of completion of the services.
Arbitration: Under the Arbitration Provision contained in the Syndicate Legal Advisory Services' (the "Company") Bylaws, either party may, at its sole election, require that the sole and exclusive forum and remedy for resolution of a claim be final and binding arbitration. The Company has not determined whether it will exercise its right to demand arbitration but reserves the right to make that determination on a case-by-case basis as claims arise. In this regard, the Arbitration Provision is similar to a binding arbitration provision as the Company is likely to invoke the Arbitration Provision to the fullest extent permissible. The Arbitration Provision applies to any all claims that are related to the Company, including with respect to the services offered on this website.
Any arbitration brought pursuant to the Arbitration Provision must be conducted in the State of California, in the County of Los Angeles. The term "Claim" as used in the Arbitration Provision is very broad and includes any past, present, or future claim, dispute, or controversy involving a client or consumer, on the one hand, and the Company (or persons claiming through or connected with the Company), on the other hand, relating to or arising out of any legal services provided by the Company, and/or the activities or relationships that involve, lead to, or result from any of the foregoing, including (except an individual Claim that a client may bring in Small Claims Court or an equivalent court, if any, so long as the Claim is pending only in that court) the validity or enforceability of the Arbitration Provision, any part thereof. Claims are subject to arbitration regardless of whether they arise from contract; tort (intentional or otherwise); a constitution, statute, common law, or principles of equity; or otherwise. Claims include (without limitation) matters arising as initial claims, counterclaims, cross-claims, third-party claims, or otherwise. The scope of the Arbitration Provision is to be given the broadest possible interpretation that will permit it to be enforceable. The Company believes that the Arbitration Provision is enforceable under Federal Law, the Laws of the State of California, or under any other applicable laws or regulations. However, the issue of enforceability is not free from doubt and to the extent that one or more of the provisions in the Company’s Bylaws with respect to the Arbitration Provision or otherwise requiring a Client to waive certain rights were to be found by a court to be unenforceable, the Company would abide by such decision.

Syndicate Legal Advisory Services

Providing Legal Advisory Services Throughout North America

CM - IPO - SEC FORM S-1

1. How the Services are Rendered

2. Definitions and General Provisions

3. Documentation

4. Termination of Services

5. Mandatory Arbitration