Terms of Service for Annual Report & Registered Agent Service
Updated: September 2024
Our Terms of Service
These terms of service (“Terms”) cover your use and access to the services, products, and software (“Services”) that are provided by Addie Prewitt Law, LLC and any of our affiliates (“company”, “we”, “us” or “our”). By using our Services, you agree to be bound by these Terms.
If you do not agree with these Terms, or the terms contained in our Privacy Policy, then you should not use our Services.
Working with Third-Party Service Providers
We may work with third-party providers to provide some of the Services. You acknowledge and agree that these service providers may assist us in providing you with the Services.
Authorization to File Annual Report
You hereby authorize us to file your annual report with the Louisiana Secretary of State on your behalf.
You also understand and agree that it is your responsibility to provide us with all necessary information and documents in a timely manner so that we can file your annual report. Failure to provide us with the necessary information and documents may delay the filing.
You acknowledge and agree that we are not responsible for any consequences or damages that may result from your failure to provide us with accurate and timely information for the filing of your annual report.
Provision of Accurate and Current Information
You agree that you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of the information you provide to us. You agree that the accuracy of filings which we make on your behalf depends on the information you provide and you agree to notify us when any of your information changes promptly. Your failure to maintain accurate and up-to-date information is a material breach of our Terms, and is grounds for immediate termination of Services(s).
Authorization to Receive Service of Process & Other Legal Documents
You authorize us to act as your registered agent and receive service of process and legal documents on your behalf until your next annual report is due. This authorization is strictly limited to formal legal papers and notices, including service of process (“Legal Documents”).
You also agree that we can open, scan, upload, and e-mail the Legal Documents to the email you provided when signing up for the Services.
Our registered agent services are limited to the receipt and forwarding of Legal Documents and do not include the receipt of any general or regular mail or other items. We do not consider advertisements, promotions, general mail, or other items not considered Legal Documents to be within our scope of responsibility. Accordingly, we do not assume liability to you or any third party for loss of mail or other items that are not Legal Documents.
Use of Our Address
Our address may only be used to supply individuals and organizations with notice of who and where to serve any service of process or legal notice.
Destruction of Documents
Please be aware that we do not keep the original copies of the legal documents we receive forever. Once we have sent you scanned copies of the documents, it is your responsibility to promptly request the original documents if needed. Any costs associated with forwarding the original documents will be your responsibility unless otherwise agreed in writing. Please note that all digital and physical copies of the documents and mailings will be destroyed 60 days after we have forwarded the scanned copies to you.
Payment Terms
Billing and Payment Method
Services are billed annually and must be paid for in advance. Payment can be made via credit card, bank transfer, or any other method specified and agreed upon at the time of purchase.
You authorize us to charge the payment method you provide to us for the Services.
Taxes
You are responsible for any applicable taxes, other than taxes on our income, associated with purchasing the Services.
Invoices, Due Date & Late Payments
Payment is due upon receipt of any invoice. Any payment not received within 30 days from the invoice date will incur a late fee of 1.5% per month on the outstanding balance, or the maximum allowed by law, whichever is less.
Non-payment
If we do not receive payment when due, we may suspend or terminate your access to the Services. You will be responsible for all reasonable expenses (including attorneys’ fees) incurred by us in collecting such overdue amounts.
Duration of Agreement
The Services will begin on the date you agree to these Terms and continue until the due date of the annual report following the one we file on your behalf, unless terminated earlier in accordance with these Terms.
Early Termination by You
You may terminate your Services any time by providing written notice to us. Your termination is effective when we acknowledge receipt of your termination notice, but no later than three business days following the date you sent the notice of termination.
Early Termination by Us
We may terminate your registered agent Service at any time by providing written notice to you. Our termination is effective when we send the notice of termination. Some reasons that we may decide to terminate your Services are that:
You fail to provide us with accurate, complete, and current information.
We cannot locate you after reasonable efforts are made to do so.
You fail to pay for your Services.
We have reasonable grounds to suspect that you are engaged in illegal activity in relation to the Services or in violation of applicable laws.
Effect of Termination
Upon termination, we will remove Addie Prewitt and her address from your corporate filings and records, which may result in you or your company going into default and/or loss of licenses, good standing, or approval to perform work by various agencies.
You are responsible for paying any and all outstanding invoices, including any fees we incur from withdrawing as your registered agent.
If we receive any Legal Documents after you have canceled your account, but before we have officially withdrawn as your registered agent, we will forward Legal Documents to you in accordance with these Terms.
Handling of Legal Documents After We are No Longer Your Registered Agent
Once we are no longer your registered agent, if we receive further Legal Documents on your behalf, we will send an email notice to the last known email address that we have on file for you. For a period of 30 days after termination, we will forward the Legal Documents to you without charge. After this 30-day period, if you want to view a Legal Document, you will need to renew your Service with us or pay a per document fee in order to view the Legal Document.
You Waive and Release any Claims and Agree to Hold Us Harmless and Indemnify Us
You waive and release us from any obligation to forward documents that are received after your registered agent Service has terminated and we have withdrawn as your registered agent. You further agree to hold us and our affiliates harmless from any third-party claim arising out of a delay or failure of you to receive Legal Documents after your registered agent Service has been terminated.
No Refunds
All purchases for our Service are earned upon receipt and non-refundable. This means that we do not offer full or prorated refunds for canceled registered agent Service. This Service is purchased on an annual basis and does not auto-renew.
Limited Scope Representation
Addie Prewitt Law, LLC is a law firm providing limited services as your registered agent. This means we only handle receiving Legal Documents for you. We do not offer any other legal services or advice under these Terms.
If you want more legal help beyond our registered agent services, we will need to sign a different agreement that outlines what those services will be. Until we have that separate agreement, we are not your attorneys for any other matters.
Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT OUR TOTAL LIABILITY FOR ALL CLAIMS RELATING TO OUR SERVICES SHALL IN NO EVENT EXCEED THE AMOUNT YOU PAID TO US FOR SERVICES DURING THE TWELVE-MONTH PERIOD PRECEDING THE DATE OF YOUR CLAIM.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT WE WILL NOT BE LIABLE FOR ANY INDIRECT, CONSEQUENTIAL, SPECIAL, INCIDENTAL, EXEMPLARY OR PUNITIVE DAMAGES REGARDLESS OF THE LEGAL THEORY, OR WHETHER WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
Receipt of Packages
While we are thrilled to serve as your registered agent and receive Legal Documents on your behalf. However, we should not be receiving packages on your behalf. By using our services you agree that, if we receive packages on your behalf, we are not acting as a bailee or warehouse and owe no duty of care in the holding and/or shipping of packages.
Packages arriving at our address will be refused upon delivery or returned to their location of origin if immediate refusal is not possible.
If neither refusal nor return of the package is an option, you will be informed that we have it in our possession. If you would like the package delivered to the address associated with your account, you will be responsible for all shipping associated with the shipment of the package. You will also be responsible for the insuring of the package.
We will only hold packages for 14 days from the date of receipt and notification before disposing of them in accordance with law.
No Corporate Transparency Act Assistance
The Services do not include assistance with the Corporate Transparency Act or BOI report filing assistance. If you require assistance with this, you may consider contacting Spera Law Group, LLC. More information about Spera Law Group’s offerings can be found at: https://speralaw.com/boi-report-filing-service/.
Acceptable Use of Our Services
This section outlines the permissible ways to use our Services. When using our Services, you must not, nor allow any third party to, directly or indirectly:
Transfer any rights granted to you under these Terms without our prior written consent.
Use the Services in any manner other than as expressly allowed by these Terms.
While providing Services to you, along with any improvements we make to our operations, we may interact with information related to your account, including any information you provide to us and materials you may upload to our systems. This will be in accordance with our Privacy Policy.
Indemnification
You agree to protect, defend, indemnify and hold us harmless from and against any and all claims, causes of action, liabilities, judgments, penalties, losses, costs, damages and expenses (including attorneys’ fees and all related costs and expenses for litigation and/or arbitration) suffered or incurred by us, including, without limitation, any claim arising from:
any actual or alleged breach of your obligations under these Terms;
your wrongful or improper use of the Services;
your violation of any third-party right, including without limitation any right of privacy, publicity rights or Intellectual Property Rights;
your violation of any law, rule or regulation of the United States or any other country;
any copyright infringement claims that may arise from us scanning Legal Documents on your behalf;
the failure of any third party, including but not limited to the United States Postal Service or any commercial delivery or courier service, to provide delivery or courier services accurately and on time;
our being named as a defendant in an action based on our status as your registered agent;
any claims or action brought against us relating to your failure to maintain updated information with us.
Dispute Resolution by Binding Arbitration and Class Action Waiver
Most customer concerns can be resolved quickly by contacting us. You can email us at addie@addieprewittlaw.com. In the unlikely event that we are unable to resolve your complaint to your satisfaction, we each agree to resolve those disputes through binding arbitration administer by MAPS in Metairie, Louisiana.
You agree that any arbitration pursuant to these Terms will be on an individual basis, and that you will not bring a claim as a plaintiff or class member in a class, consolidated, or representative action. You further agree that class arbitrations, class actions and consolidation with other arbitrations will not be allowed. All disputes and claims between us will be heard by a single arbitrator.
You agree to waive any right to a trial by jury in any dispute arising out of or related to these Terms.
Governing Law
These Terms and any disputes arising out of or related to them will be governed by the laws of Louisiana, without regard to its conflicts of law principles.
Entire Agreement
These Terms constitute the entire agreement between you and us with respect to our Service. These Terms supersede and replace any other prior or contemporaneous agreements, or terms and conditions that may be applicable. These Terms create no third-party beneficiary rights.
Modifications
We may revise these Terms from time to time, and will always post the most current version on our website: [link]. By continuing to use or access the Services after the revisions come into effect, you agree to be bound by the revised Terms.
Waiver, Severability & Assignment
Our failure to enforce a provision of these Terms is not a waiver of our right to do so at a later date. If a provision of these Terms is found to be unenforceable, the remaining provisions of the Terms will remain in full force and effect. You may assign your rights and obligations under these Terms provided you receive our prior written consent. We will not unreasonably withhold our approval. We may assign our rights or obligations to any successor in interest of any business associated with the Services.
Force Majeure
We shall not be considered to be in breach or default of these Terms, and shall not be liable for any cessation, interruption, or delay in the performance of our Services or other obligations by reason of earthquake, flood, fire, storm, lightning, drought, landslide, hurricane, cyclone, typhoon, tornado, natural disaster, act of God or of the public enemy, epidemic, famine or plague, action of a court or public authority, change in law, explosion, war, terrorism, armed conflict, labor strike, lockout, boycott or other similar event that is beyond our reasonable control, whether foreseen or unforeseen (each a “Force Majeure Event”). If a Force Majeure Event continues for more than sixty days in the aggregate, we may immediately terminate our Services and shall have no liability for, or as a result of, any such termination.
Binding Signature
By typing your name in any signature field or form associated with our Services, you acknowledge and agree that this action constitutes a binding electronic signature. This electronic signature has the same legal effect as a handwritten signature and signifies your acceptance and agreement to these Terms.
How to Contact Us
Any questions about our terms of service? Please contact us by email at addie@addieprewittlaw.com. We will be happy to answer any questions or provide any assistance you need.