LIMITED SCOPE ENGAGEMENT LETTER

Version: 2025-02-01
Effective Date: February 1, 2025

This Limited Scope Engagement Letter ("Letter") establishes the terms of the attorney-client relationship between you ("Client") and Nnamdi Nwaezeapu, Esq. ("Attorney"), a licensed attorney in the State of New York, for the limited purpose of reviewing the document you have submitted through Dott's platform.

PLEASE READ THIS LETTER CAREFULLY. BY ACCEPTING THIS LETTER AND SUBMITTING A DOCUMENT, YOU ARE ENTERING INTO AN ATTORNEY-CLIENT RELATIONSHIP WITH THE ATTORNEY (NOT WITH DOTT) FOR THE LIMITED SCOPE DESCRIBED HEREIN.

1. SCOPE OF ENGAGEMENT

1.1 Limited Scope Review

Attorney agrees to review the single document submitted by Client through Dott's technology platform. This review includes:

   (a) Identification of potential legal risks, issues, and areas of concern in the submitted document;
   (b) Identification of missing provisions or clauses that may benefit Client;
   (c) Suggested revisions, alternative language, and recommendations for Client's consideration;
   (d) A written memo summarizing Attorney's review findings and recommendations.

1.2 Limitations of Scope

This engagement is STRICTLY LIMITED to the specific document submitted. This engagement does NOT include:

   (a) Ongoing legal representation of any kind;
   (b) Negotiation with any other party on Client's behalf;
   (c) Representation in any legal proceeding, arbitration, or mediation;
   (d) Legal advice on matters outside the four corners of the submitted document;
   (e) Tax advice or tax planning;
   (f) Regulatory compliance advice beyond what is directly relevant to the submitted document;
   (g) Review of any documents other than the specific document submitted;
   (h) Advice regarding the business terms, valuation, or commercial reasonableness of any transaction;
   (i) Legal research beyond what is necessary for the document review;
   (j) Any follow-up questions or consultations after delivery of the review memo (additional engagements may be arranged separately).

1.3 AI-Assisted Analysis

Attorney uses Dott's AI-assisted technology to perform initial analysis of the submitted document. This technology helps identify potential issues, risks, and relevant legal considerations. However:

   (a) Attorney personally reviews, validates, modifies, and approves ALL outputs before delivery to Client;
   (b) Attorney exercises independent professional judgment in all work product;
   (c) The final review memo represents Attorney's professional opinion, not a raw AI output;
   (d) Attorney is responsible for the content and quality of the delivered work product.

2. ATTORNEY-CLIENT RELATIONSHIP

2.1 Formation of Relationship

An attorney-client relationship is formed between Client and Attorney upon:
   (a) Client's acceptance of this Letter (by checking the consent box); AND
   (b) Client's submission of a document for review.

2.2 Dott's Role

Dott is a technology platform that facilitates this engagement. DOTT IS NOT A PARTY TO THE ATTORNEY-CLIENT RELATIONSHIP. The attorney-client relationship exists solely between Client and Attorney.

2.3 Termination of Relationship

The attorney-client relationship terminates automatically upon the earliest of:
   (a) Delivery of the review memo to Client;
   (b) Sixty (60) days after document submission (if memo not yet delivered);
   (c) Written notice of withdrawal by Attorney (in accordance with professional responsibility rules);
   (d) Written notice of termination by Client.

2.4 No Ongoing Duties

Upon termination, no ongoing duties of representation are created. This is a discrete, limited-scope engagement only. If Client requires additional legal services, a new engagement must be established.

3. CONFIDENTIALITY AND PRIVILEGE

3.1 Attorney's Confidentiality Obligations

Attorney will maintain the confidentiality of Client's information in accordance with Rule 1.6 of the New York Rules of Professional Conduct. This includes all information relating to the representation, including the submitted document and all communications.

3.2 Technology Platform Processing

Client acknowledges and consents to the following processing of Client's document and information:

   (a) Document text is processed through Dott's technology platform, including AI processing by Anthropic's Claude API;
   (b) Document and information are stored on secure cloud infrastructure (Vercel, Supabase);
   (c) Such processing is necessary for the performance of this engagement.

3.3 Attorney-Client Privilege

Attorney's work product, specifically the final review memo delivered to Client, is confidential and protected by attorney-client privilege to the fullest extent permitted by law. Client should:

   (a) Treat the review memo as confidential attorney-client communication;
   (b) Not disclose the memo to third parties without understanding that such disclosure may waive privilege;
   (c) Consult with Attorney before disclosing the memo if privilege is a concern.

3.4 AI Analysis vs. Attorney Work Product

IMPORTANT DISTINCTION:
   (a) Dott's AI-generated preliminary analysis is technology output and is NOT attorney work product. It is NOT protected by attorney-client privilege.
   (b) ONLY the final attorney-reviewed memo, which reflects Attorney's professional judgment and approval, constitutes attorney work product and carries privilege protection.

4. FEES

4.1 Fee Amount

The fee for this engagement is $199 USD for standard processing (or the applicable API-tier fee as specified in your agreement with Dott).

4.2 When Fee is Earned

The fee is earned upon commencement of Attorney's review. Once review has begun, the fee is non-refundable.

4.3 No Additional Fees

No additional fees will be charged for this engagement without Client's prior written consent. If additional services are requested, a separate fee agreement will be required.

4.4 Refund Policy

If the document has not yet been reviewed by Attorney, Client may request a full refund by contacting billing@dott.legal. Once Attorney review has commenced, no refund is available.

5. COMMUNICATION

5.1 Primary Communication Method

Primary communication with Client will be via email to the email address provided by Client at the time of document submission. Client is responsible for ensuring the accuracy of the email address provided.

5.2 Delivery of Review Memo

The review memo will be delivered to Client's email address. Client should check spam/junk folders if the memo is not received within the estimated timeframe.

5.3 Questions About the Review

Client may contact Attorney at nnamdi@dott.legal with questions about the review memo. Attorney will endeavor to respond to questions within seven (7) business days.

5.4 No Guarantee of Immediate Response

Due to the volume of document reviews, Attorney cannot guarantee immediate response to inquiries. For time-sensitive matters, Client should seek representation from an attorney who can provide immediate availability.

6. NO GUARANTEE OF OUTCOME

6.1 Opinion Only

The review memo represents Attorney's professional opinion based on the information available in the submitted document and Client's stated concerns (if any). Attorney does not guarantee:

   (a) Any particular legal outcome;
   (b) That all issues have been identified;
   (c) That the other party to any transaction will accept recommended changes;
   (d) That following Attorney's recommendations will prevent disputes or litigation.

6.2 Jurisdiction Limitations

Laws vary significantly by jurisdiction. Unless otherwise specified, Attorney's review is based on general legal principles and New York law. Client should:

   (a) Consult with local counsel for jurisdiction-specific advice;
   (b) Consider engaging separate counsel for any litigation or formal legal proceedings;
   (c) Understand that legal requirements may differ in Client's jurisdiction.

6.3 Advisory Nature

All recommendations in the review memo are advisory only. Client retains full decision-making authority regarding:

   (a) Whether to accept or reject any recommendations;
   (b) Whether to proceed with any transaction;
   (c) Whether to seek additional legal advice;
   (d) All business and legal decisions relating to the submitted document.

7. LIMITATION OF LIABILITY

7.1 Professional Liability Insurance

Attorney maintains professional liability insurance covering legal services provided through this engagement.

7.2 Limitation

Attorney's liability to Client for any claims arising out of or related to this engagement shall be limited to the fee paid for the specific engagement giving rise to the claim.

7.3 Exclusions

This limitation does NOT apply to claims arising from Attorney's willful misconduct or gross negligence.

7.4 Exclusive Remedy

Client's exclusive remedy for any claims arising from this engagement is limited to the amount of fees paid for the specific document review at issue.

7.5 Time Limitation

Any claim against Attorney must be brought within one (1) year of the date the review memo was delivered to Client.

8. CLIENT RESPONSIBILITIES

8.1 Client agrees to:

   (a) Provide accurate, complete, and truthful information;
   (b) Provide the complete document for review (partial documents may result in incomplete analysis);
   (c) Review the delivered memo carefully;
   (d) Ask questions if any portion of the memo is unclear;
   (e) Make independent business and legal decisions (Attorney's review is advisory only);
   (f) Consult with local counsel for jurisdiction-specific implementation of recommendations;
   (g) Notify Attorney promptly if Client believes there has been an error in the review.

8.2 Client acknowledges that:

   (a) Attorney cannot identify issues that are not apparent from the face of the document;
   (b) Context not provided to Attorney cannot be considered in the review;
   (c) Facts that emerge after the review may affect the accuracy of Attorney's analysis.

9. ELECTRONIC SIGNATURE AND CONSENT

9.1 Electronic Signature

By checking the consent box and submitting a document through Dott's platform, Client electronically signs this Letter. Client agrees that this electronic signature has the same legal force and effect as a handwritten signature.

9.2 E-SIGN Act Consent

Pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act), 15 U.S.C. § 7001 et seq., Client consents to:

   (a) Receive this Letter and related disclosures electronically;
   (b) Use electronic signatures in connection with this engagement;
   (c) Electronic delivery of the review memo and all related communications.

9.3 Withdrawal of Consent

Client may withdraw consent to electronic signatures and request paper copies of this Letter by contacting nnamdi@dott.legal. Withdrawal of consent may affect Attorney's ability to provide services.

9.4 Access to Records

Client may access this Letter and related records for sixty (60) days from the date of document submission through Dott's platform. After 60 days, Client should retain their own copies.

9.5 Hardware and Software Requirements

To access electronic documents, Client needs:
   (a) A computer or mobile device with internet access;
   (b) A current web browser (Chrome, Firefox, Safari, or Edge);
   (c) A valid email address;
   (d) Adobe Acrobat Reader or equivalent PDF reader for the review memo.

10. GOVERNING LAW

10.1 This Letter and any dispute arising out of or related to the attorney-client relationship shall be governed by and construed in accordance with the laws of the State of New York.

10.2 Any legal action or proceeding shall be brought exclusively in the state or federal courts located in New York County, New York, and Client consents to the personal jurisdiction of such courts.

10.3 Attorney's professional obligations are governed by the New York Rules of Professional Conduct.

11. ENTIRE AGREEMENT

11.1 This Letter, together with Dott's Terms of Service and Privacy Policy, constitutes the entire agreement between Client and Attorney regarding the limited-scope engagement described herein.

11.2 Any modifications to this Letter must be in writing and signed by both Client and Attorney.

11.3 If any provision of this Letter is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

ATTORNEY INFORMATION

Nnamdi Nwaezeapu, Esq.
Licensed Attorney, State of New York
Admitted: 2024

Contact: nnamdi@dott.legal
Website: dott.legal

This engagement is facilitated through Dott, a technology platform operated by Nnamdi Nwaezeapu PLLC.

BY ACCEPTING THIS LETTER AND SUBMITTING A DOCUMENT, CLIENT ACKNOWLEDGES THAT:
- Client has read and understood this Letter;
- Client agrees to the limited scope of engagement described herein;
- Client understands that this creates an attorney-client relationship with the Attorney (not with Dott);
- Client has had the opportunity to ask questions before accepting;
- Client voluntarily enters into this engagement.