TERMS OF SERVICE

Red Stapler Project
Effective Date: January 1, 2026
Last Updated: January 1, 2026

AGREEMENT TO TERMS

These Terms of Service (“Terms”) constitute a legally binding agreement between you (“Client,” “you,” or “your”) and Red Stapler Project (“Company,” “we,” “us,” or “our”) regarding your use of our website (redstaplerproject.com) and professional consulting services.

BY ACCESSING OUR WEBSITE OR ENGAGING OUR SERVICES, YOU AGREE TO BE BOUND BY THESE TERMS.

If you do not agree with these Terms, you may not access our website or use our services.

For questions about these Terms, contact:
Renée Soileau
Email: Contact Form
Phone: (858) 752-1772
Address: La Mesa, California

1. SCOPE OF SERVICES

1.1 Services Offered

Red Stapler Project provides professional consulting services to plaintiff personal injury attorneys, including but not limited to:

Case Audit Services:

• Pre-demand case evaluations
• Insurance claim evaluation analysis
• Colossus software simulation and prediction
• Documentation gap identification
• Strategic positioning recommendations
• Medical records analysis
• Red flag assessment

Strategic Consultation Services:

• One-time case consultations
• Ongoing advisory relationships
• Settlement conference support
• Negotiation strategy guidance
• Carrier behavior analysis
• Expert analysis for litigation

Training and Education Services:

• Case manager training programs
• Attorney education workshops
• CLE presentations
• Custom training curriculum
• Ongoing skill development

Additional Services:

• Demand letter review
• Medical records analysis
• Carrier-specific intelligence
• Expert referrals and coordination

1.2 Nature of Services

IMPORTANT CLARIFICATIONS:

We Do NOT:

• Practice law or provide legal advice
• Act as attorneys or create attorney-client relationships with your clients
• Serve as expert witnesses (unless separately engaged and agreed)
• Represent parties in legal proceedings
• Draft legal pleadings or file documents with courts
• Provide medical opinions or diagnoses
• Guarantee specific case outcomes or settlement amounts
• Take cases on contingency basis

We DO:

• Provide consulting services based on insurance industry experience
• Offer strategic guidance and insights
• Analyze cases using insurance evaluation methods
• Educate attorneys about insurance claim processes
• Support attorneys in their representation of clients
• Share insider knowledge about carrier practices

Our Role: We are consultants who provide information and analysis to assist attorneys in their independent professional judgment and representation of clients.

1.3 Engagement Process

Service engagement requires:

1. Initial Consultation: Free 30-minute consultation to discuss needs
2. Engagement Agreement: Written agreement specifying services, scope, timeline, and fees
3. Confidentiality Agreement: Non-disclosure agreement protecting your information
4. Payment Terms: Agreement on fees and payment schedule
5. File Transfer: Secure transmission of case materials (if applicable)

Services begin only after:

• Signed engagement agreement received
• Payment terms satisfied (deposit or full payment as specified)
• Necessary materials provided by client

2. CLIENT OBLIGATIONS AND RESPONSIBILITIES

2.1 Information Accuracy

You Agree To:

• Provide complete and accurate information
• Disclose all relevant case facts and circumstances
• Notify us immediately of any material changes
• Correct any inaccuracies you discover
• Provide access to all relevant documents and records

You Acknowledge:

• Our analysis and recommendations depend on information you provide
• Incomplete or inaccurate information may result in flawed analysis
• We are not responsible for errors resulting from incomplete information
• You remain responsible for verifying all information independently

2.2 Timely Communication

You Agree To:

• Respond to our requests for information within reasonable timeframes
• Notify us of deadline changes or time-sensitive developments
• Provide feedback on draft deliverables promptly
• Communicate concerns or questions as they arise
• Maintain regular contact during active engagements

Delays caused by:

• Your failure to provide requested information
• Your delayed responses to communications
• Your unavailability for scheduled meetings

May result in:

• Timeline extensions
• Additional fees for extended engagement periods
• Inability to meet original deadlines

2.3 Confidentiality Obligations

You Agree To:

• Maintain confidentiality of our proprietary methods and insights
• Not share our work product with competitors or third parties without permission
• Not use our proprietary information for purposes beyond your engagement
• Protect any sensitive information we share about insurance industry practices

Our Intellectual Property:

• Analysis methodologies remain our property
• Reports and deliverables are for your use only
• You may not reproduce or distribute our materials without permission
• Training materials and presentations are licensed, not sold

2.4 Professional Conduct

You Agree To:

• Communicate professionally and respectfully with our staff
• Provide reasonable notice for meeting cancellations or rescheduling
• Honor payment obligations in accordance with our agreements
• Use our services ethically and in compliance with applicable laws
• Not misrepresent our services or credentials to others

We Reserve the Right To:

• Decline or terminate engagements with clients who engage in abusive, threatening, or unprofessional behavior
• Refuse service to clients who misuse our work product
• Terminate relationships that violate ethical standards

3. FEES AND PAYMENT TERMS

3.1 Service Fees

Fee Structure:

Services are provided on a fixed-fee or hourly basis as specified in engagement agreements:

Case Audits:

• Standard complexity: $1,500 – $2,500
• High complexity: $2,500 – $4,000
• Expedited service: Additional $500

Consultations:

• One-time consultation: $500/hour (1-hour minimum)
• Ongoing advisory: $1,500 – $3,000/month
• Settlement conference support: $2,000 – $3,500 per conference

Training Programs:

• Half-day workshop: $3,500 (up to 15 participants)
• Full-day intensive: $6,500 (up to 15 participants)
• Custom programs: Pricing upon request

Additional Services:

• Demand letter review: $500 – $750
• Medical records analysis: $750 – $1,500
• Carrier intelligence: $500 per profile
• Rush services: 50% premium on standard fees

All fees are subject to change. Fees in effect at time of engagement agreement will apply.

3.2 Payment Terms

Payment Schedule:

For Case Audits and Consultations:

• Payment due in full before work begins
• Credit card, check, or bank transfer accepted
• No work commences until payment received

For Training Programs:

• 50% deposit due upon engagement
• Balance due 7 days before program date
• Cancellation fees apply (see Section 3.5)

For Ongoing Advisory Relationships:

• Monthly retainer due in advance
• Auto-payment setup required
• First month due before relationship begins

Payment Methods Accepted:

• Credit/debit cards (Visa, Mastercard, Amex)
• ACH bank transfer
• Check (add 7 days for processing)
• Law firm trust account (with proper documentation)

We Do NOT Accept:

• Contingency arrangements
• Lien-based payment
• Payment dependent on case outcomes
• Third-party payments without authorization

3.3 Late Payments

Late Payment Policy:

Payments not received within 5 business days of due date will incur:

• Late fee: 1.5% per month (18% annually) on unpaid balance
• Service suspension until payment received
• Collection costs added to balance owed
• Potential termination of engagement

For Ongoing Services:

• Missed monthly payment results in immediate service suspension
• Two consecutive missed payments result in automatic termination
• Reinstatement requires payment of all past-due amounts plus reinstatement fee ($250)

3.4 Disputes and Refunds

Disputing Charges:

If you dispute any charge:

1. Notify us in writing within 10 days of invoice
2. Provide specific basis for dispute
3. We will investigate and respond within 10 business days
4. Good faith efforts to resolve disputes are required

Refund Policy:

Before Work Begins:

• Full refund minus $250 administrative fee if cancellation notice given 48+ hours before scheduled start
• 50% refund if cancellation notice given 24-48 hours before start
• No refund for cancellations less than 24 hours before start

After Work Begins:

• Refunds calculated based on work completed
• Work completed to date will be billed
• Unused portion refunded (if applicable)
• Minimum charges apply ($500 for case audits, $250 for consultations)

No Refunds For:

• Completed services, regardless of satisfaction
• Services where deliverables have been provided
• Cases that settle before completion (pro-rated charges apply)
• Change of mind after work has commenced
• Outcome-based dissatisfaction (we don’t guarantee outcomes)

Satisfaction Guarantee:

While we don’t offer outcome-based refunds, we are committed to quality service:

• We will address concerns about work quality
• We will provide supplemental analysis if original work was deficient
• We will work with you to resolve dissatisfaction
• We value our reputation and client relationships

3.5 Cancellation and Rescheduling

Client Cancellations:

For Scheduled Consultations:

• 48+ hours notice: Free rescheduling or full refund
• 24-48 hours notice: One free reschedule or 50% refund
• Less than 24 hours: No refund, $250 rescheduling fee

For Training Programs:

• 30+ days notice: Full refund minus $500 administrative fee
• 14-30 days notice: 50% refund
• Less than 14 days: No refund

Our Cancellations:

If we must cancel due to emergency or unforeseen circumstances:

• Full refund of all payments
• Assistance finding alternative providers
• Priority rescheduling at no additional cost
• No penalties or fees

3.6 Expense Reimbursement

For services requiring travel:

• Travel expenses (airfare, mileage, lodging) billed at cost
• Pre-approval required for expenses exceeding $500
• Original receipts provided for all expenses
• Reasonable and necessary expenses only

Standard business expenses included in fees:

• Local calls and communications
• Standard office supplies
• Typical software and technology costs
• Routine postage and shipping

4. INTELLECTUAL PROPERTY RIGHTS

4.1 Our Intellectual Property

We Retain Ownership Of:

• Proprietary analysis methodologies
• Evaluation frameworks and templates
• Training materials and curriculum
• Presentation materials and handouts
• Software tools and databases
• Business processes and methods
• Brand names, logos, and trademarks

You Receive:

• Limited license to use deliverables for your case
• Permission to reference our work internally
• Right to rely on our analysis for your client’s matter

You May NOT:

• Reproduce or distribute our training materials
• Share our methodologies with competitors
• Use our analysis for other cases without separate engagement
• Remove our branding or attribution
• Create derivative works without permission

4.2 Your Intellectual Property

You Retain Ownership Of:

• Case files and documents you provide
• Your client’s information and materials
• Your firm’s work product
• Your legal strategies and approaches

We May Use (With Permission):

• Anonymized case examples for training
• De-identified data for research
• Aggregated statistics for marketing
• Testimonials and feedback (with approval)

We Will NEVER Use:

• Identifiable client information
• Specific case details without explicit written consent
• Your strategies or work product for other clients
• Confidential information for our benefit

4.3 Work Product Ownership

Reports and Deliverables:

• Physical/digital copies are provided to you
• You may use for the specific engagement
• We retain copyright in the work product
• You may not sell, distribute, or reproduce without permission

Permitted Uses:

• Internal firm use and reference
• Presentation to client (your client)
• Use in case-related negotiations and litigation
• Sharing with experts you engage (with confidentiality agreements)

Prohibited Uses:

• Commercial distribution or sale
• Publication without written permission
• Sharing with other law firms or attorneys
• Use as basis for competing services

5. CONFIDENTIALITY AND NON-DISCLOSURE

5.1 Our Confidentiality Obligations

We Will Maintain Strict Confidentiality Of:

• All case information you provide
• Your client’s personal and medical information
• Your legal strategies and case positioning
• Communications between us
• The existence of our professional relationship (if requested)

Confidentiality Standards:

• HIPAA-compliant handling of medical information
• Attorney-client privilege respected
• Work product doctrine honored
• State Bar confidentiality rules followed

We Will NOT:

• Disclose your information to third parties without consent
• Use your information for our benefit
• Share information with other clients
• Publicly identify you without permission

Exceptions to Confidentiality:

We may disclose information only when:

• Required by law (subpoenas, court orders)
• Necessary to prevent imminent harm
• You provide written consent
• Compelled by legal process (with notice to you when possible)

5.2 Your Confidentiality Obligations

You Agree To Maintain Confidentiality Of:

• Our proprietary methodologies and processes
• Our evaluation techniques and frameworks
• Specific insights about carrier practices we share
• Any confidential business information we disclose

You May Share:

• Our work product with your client (when appropriate)
• Our analysis with experts you engage (with NDAs)
• Our credentials and experience (public information)
• General description of services we provide

5.3 Data Security

Our Security Measures:

• Encrypted file transmission and storage
• Password-protected systems
• Secure communication channels
• Limited access to information
• Regular security audits and updates

Your Security Obligations:

• Use secure methods to transmit files
• Protect login credentials we provide
• Notify us immediately of any security breaches
• Follow our file transmission protocols

5.4 Document Retention and Destruction

Our Retention Policy:

• Active cases: Files maintained throughout engagement
• Post-engagement: 90-day retention period
• Secure deletion: Files deleted after retention period
• Certificate of deletion available upon request

Early Deletion:

• You may request immediate deletion after engagement
• We will confirm deletion within 5 business days
• All copies and backups will be deleted

Extended Retention:

• Available upon request with justification
• Additional fees may apply for extended storage
• Subject to separate retention agreement

6. WARRANTIES AND DISCLAIMERS

6.1 Service Warranty

We Warrant That:

• Services will be performed with reasonable care and skill
• We will apply our knowledge and experience professionally
• Work will be completed within agreed timeframes (absent delays beyond our control)
• Deliverables will meet specifications in engagement agreement

We Do NOT Warrant:

• Specific case outcomes or settlement amounts
• Accuracy of predictions about carrier behavior
• Success in negotiations or litigation
• Any particular result from using our services

6.2 No Legal or Medical Advice

IMPORTANT DISCLAIMER:

WE ARE NOT ATTORNEYS. We do not provide legal advice, create attorney-client relationships, or practice law. Any information or analysis we provide is consulting services based on our industry experience, not legal counsel.

YOU REMAIN RESPONSIBLE FOR:

• All legal decisions and strategy
• Compliance with laws and ethical rules
• Attorney-client relationships with your clients
• Professional judgment in your cases

WE ARE NOT MEDICAL PROFESSIONALS. We do not provide medical diagnoses, treatment recommendations, or medical advice. Our analysis of medical records is for insurance evaluation purposes only, not medical purposes.

6.3 Insurance Evaluation Limitations

Our Predictions Are:

• Based on industry experience and knowledge
• Informed estimates, not guarantees
• Subject to many variables beyond our control
• Dependent on accuracy of information provided

Insurance Carriers May:

• Evaluate cases differently than predicted
• Apply different standards or criteria
• Be influenced by factors we cannot predict
• Change their positions or approaches

We Cannot Guarantee:

• Specific settlement amounts
• Carrier agreement with our analysis
• Negotiation success
• Case outcomes

6.4 Website and Technology Disclaimers

Website Provided “AS IS”:

• No warranty of uninterrupted availability
• No guarantee of error-free operation
• Content subject to change without notice
• Links to third-party sites not endorsed

Technology Limitations:

• File transmission may fail
• Systems may experience downtime
• Data may be lost or corrupted (we maintain backups)
• Security measures may have vulnerabilities

6.5 Limitation of Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

We disclaim all other warranties, express or implied, including but not limited to:

• Warranties of merchantability
• Warranties of fitness for particular purpose
• Warranties of accuracy or completeness
• Warranties of non-infringement

This limitation applies to:

• Website content and functionality
• Service deliverables and analysis
• Third-party services we recommend
• Any materials or information we provide

7. LIMITATION OF LIABILITY

7.1 Maximum Liability

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIMS ARISING FROM OR RELATED TO OUR SERVICES SHALL NOT EXCEED:

The total fees you paid us for the specific engagement giving rise to the claim.

Example: If you paid $2,500 for a case audit, our maximum liability for any claims related to that audit is $2,500.

7.2 Excluded Damages

WE SHALL NOT BE LIABLE FOR:

Indirect Damages:

• Lost profits or revenue
• Lost business opportunities
• Loss of goodwill or reputation
• Loss of data or information
• Cost of substitute services

Consequential Damages:

• Damages resulting from use of our services
• Damages from reliance on our analysis
• Damages from third-party actions
• Damages from case outcomes

Punitive or Exemplary Damages:

• Even if we have been advised of possibility of such damages
• Even if such damages were reasonably foreseeable

Settlement Outcome Damages:

• Difference between actual settlement and predicted range
• Lower settlement than you expected
• Costs of litigation if settlement negotiations fail
• Any damages related to case outcomes

7.3 Basis of Bargain

YOU ACKNOWLEDGE:

These limitations of liability are essential elements of the agreement between us. The fees we charge reflect these limitations. Without these limitations, we could not provide services at these rates.

7.4 Exceptions to Limitations

These limitations do NOT apply to:

• Our willful misconduct or gross negligence
• Fraud or intentional misrepresentation
• Violations of law that cannot be waived
• Our confidentiality obligations
• Damages caused by our breach of data security obligations

7.5 Multiple Claims

If you have multiple claims arising from one engagement:

• All claims are subject to the single maximum liability amount
• Claims may not be aggregated to exceed the limitation
• Separate engagements have separate liability limits

7.6 Insurance

We maintain professional liability insurance covering errors and omissions in our services. However, our insurance does not increase or modify the liability limitations set forth in these Terms.

8. INDEMNIFICATION

8.1 Your Indemnification Obligations

You Agree To Indemnify, Defend, and Hold Harmless Red Stapler Project, Renée Soileau, and our affiliates, employees, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising from or related to:

Your Use of Our Services:

• Your misuse of our work product or analysis
• Your failure to follow our recommendations
• Your independent decisions and actions
• Your provision of inaccurate or incomplete information

Your Violations:

• Breach of these Terms of Service
• Violation of any laws or regulations
• Infringement of third-party rights
• Professional misconduct or ethical violations

Your Client Relationships:

• Claims by your clients related to your representation
• Malpractice or negligence claims against you
• Disputes between you and your clients
• Your failure to meet professional obligations

Third-Party Claims:

• Claims by opposing parties
• Claims by insurance carriers
• Claims by medical providers
• Any other third-party claims related to your use of our services

8.2 Indemnification Process

If a claim arises for which you must indemnify us:

1. We will notify you promptly of the claim
2. You will assume defense of the claim at your expense
3. We may participate in defense at our expense
4. You will not settle without our consent
5. We will cooperate reasonably in defense

8.3 Our Indemnification Obligations

We Agree To Indemnify You for claims arising from:

• Our gross negligence or willful misconduct
• Our breach of confidentiality obligations
• Our violation of applicable laws
• Our infringement of third-party intellectual property rights

Subject to the liability limitations in Section 7.

9. TERMINATION

9.1 Termination by Either Party

Either Party May Terminate:

With Cause:

• Material breach of these Terms
• Failure to pay fees when due
• Violation of confidentiality obligations
• Illegal or unethical conduct
• Misrepresentation or fraud

Termination Process:

• Written notice specifying breach
• 10-day opportunity to cure (if curable)
• Immediate termination if breach not cured

Without Cause:

• Either party may terminate with 30 days written notice
• No cause or reason required
• Applicable only to ongoing relationships (monthly retainers)

9.2 Effect of Termination

Upon Termination:

Payment Obligations:

• You must pay for all services performed through termination date
• Any outstanding invoices become immediately due
• Refunds (if any) calculated per Section 3.4

Return of Materials:

• We will return your case files and materials
• You will return any of our proprietary materials
• All confidential information remains confidential

Work Product:

• Completed work product provided to you
• In-progress work billed and provided (if applicable)
• Future services cease immediately

Survival of Terms:

• Confidentiality obligations continue indefinitely
• Payment obligations survive termination
• Limitation of liability survives termination
• Indemnification obligations survive termination

9.3 Our Right to Refuse or Terminate Service

We Reserve the Right To:

Refuse Service:

• To potential clients with conflicts of interest
• When we lack expertise for the matter
• When workload prevents quality service
• When client behavior is abusive or unprofessional
• When services requested would be unethical or illegal

Terminate Ongoing Relationships:

• For non-payment or repeated late payments
• For client misconduct or unprofessional behavior
• For misuse of our work product
• For conflicts of interest that arise during engagement
• For any reason with 30 days notice (without cause)

Immediate Termination:

• For threats or abuse toward our staff
• For fraud or misrepresentation
• For illegal activity
• For violation of confidentiality

10. DISPUTE RESOLUTION

10.1 Informal Resolution

Before pursuing formal proceedings, both parties agree to:

1. Direct Communication: Discuss the dispute in good faith
2. Written Summary: Provide written description of dispute
3. Settlement Discussion: Meet (in person or virtually) to resolve
4. 30-Day Period: Allow 30 days for informal resolution

Contact for Disputes:
Renée Soileau
Email: Contact Form
Phone: (858) 752-1772

10.2 Mediation

If informal resolution fails:

Both parties agree to mediation before litigation:

• Neutral mediator selected by mutual agreement
• Conducted in San Diego County, California
• Each party pays own costs and half of mediator fees
• Good faith participation required
• Non-binding (unless settlement reached)

Mediation Provider Options:

• JAMS (Judicial Arbitration and Mediation Services)
• AAA (American Arbitration Association)
• Other mutually agreed mediator

10.3 Arbitration

If mediation fails to resolve dispute:

Binding arbitration required for claims exceeding $10,000:

• Conducted under JAMS Comprehensive Arbitration Rules
• Single arbitrator selected per JAMS procedures
• Held in San Diego County, California
• Arbitrator’s decision is final and binding
• Judgment may be entered in any court of competent jurisdiction

Arbitration Costs:

• Each party pays own attorney fees (unless arbitrator awards fees)
• Filing fees and arbitrator fees split equally
• Prevailing party may be awarded costs (arbitrator’s discretion)

Small Claims Exception:

• Claims under $10,000 may be brought in small claims court
• Small claims court jurisdiction retained for collection matters

10.4 Class Action Waiver

YOU AGREE:

• To resolve disputes on an individual basis only
• To waive the right to bring or participate in class actions
• To waive the right to bring or participate in consolidated actions
• To waive the right to bring representative actions on behalf of others

This waiver applies to:

• All disputes arising from these Terms
• All disputes related to our services
• Claims in arbitration, litigation, or any other forum

10.5 Governing Law and Jurisdiction

These Terms shall be governed by:

• Laws of the State of California
• Without regard to conflict of law provisions
• Federal law where applicable

Exclusive Jurisdiction and Venue:

• State courts of San Diego County, California
• Federal courts for the Southern District of California
• You consent to personal jurisdiction in these courts

10.6 Attorney Fees

Prevailing Party:

In any dispute resolved through mediation, arbitration, or litigation:

• Prevailing party may recover reasonable attorney fees
• Prevailing party may recover costs of proceeding
• “Prevailing party” determined by mediator, arbitrator, or court
• Applies to disputes exceeding $5,000

Collection Matters:

• If we must retain counsel to collect unpaid fees
• You agree to pay our reasonable collection costs and attorney fees
• In addition to amounts owed

11. GENERAL PROVISIONS

11.1 Entire Agreement

These Terms of Service, together with:

• Specific engagement agreements
• Confidentiality agreements
• Privacy Policy
• Any written amendments

Constitute the entire agreement between you and Red Stapler Project regarding our services.

This Agreement Supersedes:

• All prior oral or written agreements
• All prior understandings or representations
• Any conflicting terms in other documents (unless specifically stated)

11.2 Amendments and Modifications

We May Modify These Terms:

• From time to time as necessary
• By posting updated Terms on our website
• With “Last Updated” date changed
• With notification to active clients

Material Changes:

• Will be communicated via email
• Take effect 30 days after notification
• Apply to future engagements
• Do not affect existing engagement agreements

Your Continued Use:

• After modifications constitutes acceptance
• If you do not agree, discontinue use of services
• Existing engagement agreements remain under original terms

11.3 Severability

If any provision of these Terms is found invalid or unenforceable:

• That provision will be limited or eliminated to minimum extent necessary
• Remaining provisions will remain in full force and effect
• Invalid provision will be replaced with valid provision closest to original intent

11.4 Waiver

Our failure to enforce any right or provision does not constitute waiver:

• We may enforce the provision later
• We may enforce other provisions
• Waiver of one breach does not waive future breaches
• Any waiver must be in writing and signed by us

11.5 Assignment

You May Not:

• Assign or transfer your rights under these Terms
• Delegate your obligations to third parties
• Transfer engagement agreements to others
• Without our prior written consent

We May:

• Assign these Terms to affiliated entities
• Transfer obligations to qualified professionals
• Assign rights in connection with business sale or merger
• With notice to you but without your consent

11.6 Force Majeure

Neither party shall be liable for failure to perform due to:

• Acts of God (earthquakes, floods, fires)
• War, terrorism, or civil unrest
• Government actions or restrictions
• Pandemic or public health emergency
• Labor disputes or strikes
• Telecommunications or internet failures
• Other events beyond reasonable control

Force Majeure Does Not Excuse:

• Payment obligations
• Confidentiality obligations
• Obligations that could be performed despite the event

11.7 Relationship of Parties

These Terms Do Not Create:

• Partnership or joint venture
• Employer-employee relationship
• Agency relationship (except as specified)
• Fiduciary relationship

We Are Independent Contractors:

• Each party operates independently
• Neither has authority to bind the other
• Except as specifically authorized in writing

11.8 Third-Party Rights

These Terms Are For:

• Your benefit and ours only
• No third-party beneficiaries
• No third-party enforcement rights

Except:

• Our indemnification rights extend to our employees and affiliates

11.9 Notices

All Notices Must Be:

• In writing
• Sent to addresses provided in engagement agreement
• Delivered by email, certified mail, or overnight courier

Notice to Us:
Red Stapler Project
Attn: Renée Soileau
Email: Contact Form

Notice to You:
To the email and address provided in engagement agreement

Notices Are Effective:

• Email: Upon sending (if no error message)
• Mail: 3 business days after mailing
• Courier: Upon delivery

11.10 Electronic Signatures

You Agree That:

• Electronic signatures are valid and binding
• Email acceptance of Terms constitutes agreement
• Digital signatures have same legal effect as handwritten signatures
• Electronic records satisfy any requirements for writing

Acceptable Methods:

• DocuSign or similar e-signature platforms
• Email confirmation of agreement
• Checking “I agree” boxes on website
• Digital signature on PDF documents

11.11 Headings

Section headings are for convenience only and do not:

• Affect interpretation of Terms
• Create substantive rights or obligations
• Limit or expand the meaning of provisions

11.12 Survival

The Following Provisions Survive Termination:

• Fees and Payment Terms (Section 3)
• Intellectual Property Rights (Section 4)
• Confidentiality and Non-Disclosure (Section 5)
• Warranties and Disclaimers (Section 6)
• Limitation of Liability (Section 7)
• Indemnification (Section 8)
• Dispute Resolution (Section 10)
• General Provisions (Section 11)

12. SPECIAL PROVISIONS FOR CALIFORNIA ATTORNEYS

12.1 State Bar Compliance

We Acknowledge:

• We are not attorneys licensed to practice law in California
• We do not provide legal advice or legal services
• Our services are consulting services only
• Attorneys remain responsible for all legal decisions

You Acknowledge:

• You are solely responsible for compliance with State Bar rules
• You remain responsible for your clients’ representation
• Our services do not diminish your professional obligations
• You must exercise independent professional judgment

12.2 Client Confidentiality

You Represent That:

• You have authority to share client information with us
• Your clients have consented (if required)
• Sharing case information with us does not violate attorney-client privilege
• You have complied with State Bar confidentiality rules

We Agree To:

• Maintain confidentiality in accordance with State Bar standards
• Respect attorney-client privilege
• Not communicate directly with your clients without authorization
• Assist you in maintaining professional obligations

12.3 Fee Sharing Prohibition

You Acknowledge:

• Our fees are for consulting services only
• We do not share in attorney fees from your cases
• We have no financial interest in case outcomes
• Our compensation is not contingent on settlement results

This Complies With:

• California Rules of Professional Conduct
• State Bar restrictions on fee sharing with non-attorneys
• Ethical guidelines for use of consultants

13. ACCEPTANCE OF TERMS

By accessing our website, engaging our services, or signing an engagement agreement, you acknowledge that:

✓ You have read these Terms of Service in their entirety
✓ You understand the limitations and obligations herein
✓ You agree to be bound by these Terms
✓ You have authority to bind your law firm (if applicable)
✓ You accept responsibility for compliance with professional rules

If you do not agree with these Terms, you may not use our services.

14. CONTACT INFORMATION

For Questions About These Terms:

Red Stapler Project
Renée Soileau

General Inquiries:
Email: Contact Form
Phone: (858) 752-1772