Terms of Service

1. Agreement to these Terms

These Terms of Service ("Terms") govern your access to and use of the website, platform, and services of Veritex LLC, a Virginia limited liability company doing business as Veritex Advisory, Veritex Business Formation, and Veritex Registered Agent Services ("Veritex," "we," "us," "our"). By purchasing a service, submitting a request, creating an account, or otherwise using our services, you agree to these Terms.

If you accept these Terms on behalf of a business entity, you represent that you are authorized to bind that entity, and "you" means that entity.

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

2. What Veritex is, and what it is not

Veritex provides business-support services. Depending on what you purchase, these may include preparing and submitting business formation filings, acting as registered agent, preparing governance documents, providing a business address or mailbox, monitoring compliance obligations, preparing annual compliance filings or payments, and providing general business advisory services.

Veritex is not a law firm, an accounting firm, or a registered investment adviser. We do not practice law, provide legal representation, render tax advice, or provide financial or investment advice. No attorney-client relationship, accountant-client relationship, or fiduciary relationship arises from your use of our services.

Our services are administrative, informational, and strategic in nature. Materials we prepare are based on the information you supply and on general practice; they are not tailored legal or tax opinions. For advice about your particular circumstances, consult a licensed attorney, accountant, or financial professional in the relevant jurisdiction.

3. Services

3.1 Business formation

We prepare and submit formation documents to the state filing office in the state you select, based on the information you provide. Acceptance of any filing is determined by that state, not by Veritex. We do not guarantee that a proposed entity name is available, that a filing will be accepted, or that any particular entity structure is appropriate for your circumstances.

3.2 Registered agent

Registered agent service is governed by Document 4 — Registered Agent Service Terms, which forms part of your agreement with us where you purchase that service. In the event of a conflict, Document 4 controls as to registered agent service.

3.3 Employer Identification Numbers

Veritex does not currently offer EIN application preparation or filing as a purchasable service. Customers may obtain an EIN directly from the Internal Revenue Service.

3.4 Governance documents

We prepare operating agreements, corporate bylaws, and similar documents using the information supplied with your order and generally applicable templates. These are starting documents. They are not reviewed by an attorney for your specific circumstances, and adopting them is your decision.

3.5 Business address and mail services

Where you purchase a business address or mailbox service, we make an address available for the purposes described at the time of purchase and handle mail received at that address on your behalf. Additional identity verification may be required to comply with postal regulations. You may not use an address provided by Veritex for any unlawful purpose, or for any purpose other than the business purpose for which it was issued.

3.6 Compliance monitoring

We monitor compliance events associated with the service you purchased and notify you of upcoming requirements we identify. Compliance monitoring is an assistance service. It does not transfer your legal obligations to Veritex. You remain responsible for meeting every obligation applicable to your entity, whether or not we identify or notify you of it.

3.7 Annual compliance filings and payments

Virginia corporations must file an Annual Report and pay an Annual Registration Fee each year; these are separate requirements. Virginia LLCs do not file an annual report and pay an Annual Registration Fee only. Where you purchase Virginia Annual Compliance, we prepare and submit the service you select using the business information you supply or confirm. If you select only one service, we perform only that service. You are responsible for the accuracy of the information you supply.

3.8 Advisory services

Advisory services are educational and strategic. Recommendations are informational. All decisions about whether and how to act on them remain yours. Advisory services do not constitute legal, tax, accounting, or investment advice, and no fiduciary duty arises from them.

4. Your responsibilities

You agree to provide information that is accurate, current, and complete, and to update it when it changes. This includes entity names, addresses, ownership and management details, responsible-party information, and contact information.

We prepare and submit filings based on what you give us. We do not independently verify the information you provide. We are not responsible for rejections, delays, penalties, loss of good standing, or other consequences arising from information that is inaccurate, incomplete, outdated, or unlawful.

You agree not to use our services for any unlawful purpose, and not to form or maintain any entity for any unlawful purpose.

5. Fees and government charges

Fees are displayed at the time of purchase, stated in U.S. dollars, and payable in advance.

State filing & processing amounts are separate from Veritex service fees. The state filing & processing amount shown at checkout is collected to cover government filing fees and known mandatory filing-channel charges. The amount shown at checkout is final for that order. Routine differences between the amount collected and the filing-time charge do not change the order total. Configured state filing & processing amounts may change for new orders only when a government or filing-channel charge changes or a configuration error is found. An order's price changes only if you change the order, such as by approving an expedite or add-on. Any additional amount will be separately disclosed and charged only with your authorization. Once a filing has been submitted, amounts paid to the government or filing provider are non-refundable.

Payment is processed by a third-party payment processor. You authorize us and our processor to charge your designated payment method for all applicable amounts.

6. Recurring services and renewal

Registered agent service and Virginia Annual Compliance are provided for annual terms at the price disclosed at purchase. Renewal is not automatic, and we do not charge your payment method without your action. Before each term ends, we will notify you of the renewal date and price and how to renew. If you do not renew, the service ends when the current term ends. If our registered agent service ends, you must appoint a new registered agent with the state to keep your business in good standing.

7. Service delivery and timing

Processing times depend substantially on the schedules of government authorities and other third parties. Any timeframe we communicate is an estimate, not a guarantee. We are not liable for delays caused by government processing, by information you provided, or by circumstances outside our reasonable control.

Payment confirms that we have received your order. It does not mean the service is complete.

8. Electronic communications

Your agreement to receive communications and official notices electronically is governed by Document 5 — Electronic Communications & Consent.

9. Intellectual property

The website, platform, content, and document templates are owned by Veritex LLC or its licensors. Where we prepare a document for you, you receive a limited, non-exclusive, non-transferable right to use that document for your own business purposes. You may not resell, redistribute, sublicense, or commercially exploit our content, templates, or materials.

10. Disclaimer of warranties

Except as expressly stated, our services are provided "as is" and "as available," without warranties of any kind, express, implied, or statutory, including implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

We do not warrant that the platform will be uninterrupted or error-free, that any filing will be accepted, or that any particular result will be achieved.

11. Limitation of liability

To the maximum extent permitted by law, Veritex is not liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or for lost profits, revenue, data, business opportunity, or goodwill, arising out of or relating to our services, under any theory of liability, even if advised of the possibility.

Our total aggregate liability arising out of or relating to these Terms or our services shall not exceed the total amount you paid to Veritex for the specific service giving rise to the claim during the twelve (12) months preceding the event.

Some jurisdictions do not permit certain limitations; where that is so, our liability is limited to the greatest extent permitted.

12. Indemnification

You agree to indemnify and hold harmless Veritex LLC and its officers, members, employees, and agents from claims, damages, losses, liabilities, and reasonable expenses (including attorneys' fees) arising out of information you provided, your use of our services, your breach of these Terms, or your violation of law or of any third party's rights.

13. Third-party providers

Our services depend on third-party providers for payment processing, communications, electronic signature, hosting, and related functions. Your use of certain features may be subject to those providers' terms. We are not responsible for the acts or omissions of third-party providers.

14. Changes to these Terms

We may modify these Terms. We will post the updated version with a revised effective date and version number. Where a change materially affects your rights, or where required by law, we will provide direct notice. Continued use after the effective date constitutes acceptance.

15. Suspension and termination

We may suspend or terminate access for breach of these Terms, non-payment, suspected unlawful use, or where required by law. Sections 9, 10, 11, 12, and 16 survive termination.

Termination does not relieve you of the obligation to maintain a registered agent if you have one appointed. See Document 4.

16. Governing law and disputes

These Terms are governed by the laws of the Commonwealth of Virginia, without regard to its conflict-of-laws principles.

You and Veritex agree that any dispute arising out of or relating to these Terms or our services shall be brought exclusively in the state courts serving Prince William County, Virginia, or, where federal jurisdiction exists, the United States District Court for the Eastern District of Virginia. Each party irrevocably submits to the personal jurisdiction of those courts.

17. General

These Terms, together with the other documents in the Veritex legal suite, constitute the entire agreement regarding our services. If any provision is unenforceable, the remainder stays in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our written consent.

18. Contact

Veritex LLC 1338 Horner Road, Suite 175, Woodbridge, Virginia 22191 info@veritexadvisory.com · (571) 328-6494