Legal Disclaimer

Nature of Services

Sophion Media & Consulting Group provides business consulting, operational advisory, contract management, and strategic services. Our services are NOT legal services, and we are NOT a law firm or legal service provider.

Not a Law Firm — Not Legal Advice

This disclaimer clarifies the distinction between our consulting services and legal services:

Services We Do NOT Provide

• Legal advice or legal counsel
• Representation of clients in legal proceedings
• Representation of clients in litigation, arbitration, administrative proceedings, or before courts or governmental agencies
• Interpretation of statutes, regulations, ordinances, or case law
• Advice on legal rights, legal duties, or legal liabilities
• Determination of legal compliance or provision of legal compliance advice
• Services that constitute the unauthorized practice of law in any jurisdiction

Business Consulting vs. Legal Advice: Our contract drafting, business term negotiation, operational recommendations, and strategic advice are business consulting services. Clients should consult qualified legal counsel for legal advice, legal interpretations, determinations of legal rights and obligations, and legal compliance matters.

Contract Management and Business Advisory Services

Our contract lifecycle management and business advisory services are operational and strategic in nature and may include:

• Contract repository organization, administration, and management systems
• Contract workflow design, implementation, and optimization
• Contract tracking, monitoring, and renewal management
• Drafting business documents, agreements, and contracts using standardized forms, client-provided templates, or industry-standard frameworks
• Negotiating business terms including pricing, payment schedules, performance timelines, deliverables, service levels, and commercial provisions
• Negotiating legal terms and contract provisions as authorized agent of the client, within parameters and guidelines established by the client and/or their legal counsel
• Facilitating contract discussions and communications between parties
• Contract compliance monitoring and performance tracking
• Business risk assessment and operational risk management
• Process improvement for contract and legal operations

Authorized Representative Services

When negotiating contracts and legal terms, we act as the client's authorized representative or agent. This means:

• We operate under the direction, control, and authorization of the client
• We work within negotiation parameters, risk tolerances, and decision frameworks established by the client and/or their legal counsel
• We execute the client's negotiation strategy; we do not create legal strategy or provide legal advice
• The client retains full decision-making authority and may consult with legal counsel at any time
• We coordinate with the client's legal counsel as needed and appropriate
• Final contract terms require client approval and authorization

Scope of Contract Negotiation Work

Our contract negotiation services focus on:

• Executing negotiation strategies developed by the client or their counsel
• Communicating the client's positions, requirements, and constraints to counterparties
• Proposing, discussing, and refining contract language within authorized parameters
• Identifying business and operational issues for client review and decision
• Managing the negotiation process, timeline, and stakeholder communications
• Documenting negotiation progress and bringing material issues to the client's attention

What We Do Not Provide

We do not:

• Provide independent legal advice, legal opinions, or legal counsel to clients
• Make legal determinations or interpret statutes, regulations, or case law
• Represent clients in litigation, arbitration, or before governmental agencies
• Determine what legal positions the client should take
• Advise clients on legal compliance, regulatory interpretation, or legal risk without involvement of legal counsel
• Act as the client's attorney or create an attorney-client relationship

Client Responsibility and Legal Review

Clients are responsible for:

• Providing clear authorization, parameters, and guidelines for our negotiation activities
• Engaging qualified legal counsel licensed in their jurisdiction for legal advice, legal review, and legal strategy
• Ensuring appropriate legal review of contracts before execution
• Making all final decisions regarding contract terms and legal positions
• Obtaining legal advice regarding compliance with applicable laws and regulations
• Verifying that our services are used appropriately within their organization's governance and authority structure

Client Direction and Control: All contract drafting and negotiation services are performed as the client's authorized representative, under the client's direction and control. We execute the client's business and negotiation strategy; we do not provide legal advice or make legal determinations. Clients maintain full decision-making authority and are responsible for all final business decisions, contract terms, and legal compliance.

Recommendations for Legal Counsel

Clients requiring legal advice or representation should consult with a licensed attorney. We may recommend that clients seek legal counsel when appropriate, but we do not provide referrals to specific attorneys or law firms unless specifically requested.

No Guarantees or Warranties

While we strive to provide high-quality consulting services, we make no guarantees or warranties regarding:

• Specific outcomes or results
• Business success or performance improvements
• Compliance with laws or regulations (clients should consult legal and compliance professionals)
• Accuracy of third-party information or data

Client Responsibility

Clients are responsible for:

• Making their own business decisions
• Seeking appropriate legal, financial, and tax advice from qualified professionals
• Ensuring compliance with applicable laws and regulations
• Verifying information and recommendations before implementation
• Obtaining necessary approvals and authorizations

No Professional Relationship

Visiting our website, submitting an inquiry form, or receiving general information does not create a professional relationship. A formal consulting relationship begins only when:

• Both parties execute a written engagement agreement
• The scope of work is clearly defined
• Payment terms are established

Jurisdictional Limitations

Our consulting services are available to clients in various jurisdictions. However:

• Clients must ensure compliance with local laws and regulations
• Our recommendations may not account for jurisdiction-specific requirements
• Clients should consult local legal and compliance professionals

Third-Party Resources

Our website or services may reference third-party resources, tools, or information. We do not endorse or guarantee the accuracy, completeness, or reliability of third-party content. Use of third-party resources is at the client's own risk.

Limitation of Liability

To the fullest extent permitted by law, Sophion Media & Consulting Group shall not be liable for:

• Decisions made by clients based on our recommendations
• Business outcomes or results
• Legal, regulatory, or compliance issues
• Third-party actions or failures
• Indirect, consequential, or punitive damages

Our liability is limited as specified in our engagement agreements.

Forward-Looking Statements

Any projections, forecasts, or forward-looking statements are based on assumptions and current information. Actual results may differ materially. We do not guarantee future performance or outcomes.

Professional Standards

We maintain high professional standards and ethical practices. However, we are not subject to attorney professional responsibility rules or attorney-client privilege. Clients requiring privileged communications should work with licensed legal counsel.

Changes to Disclaimer

We reserve the right to modify this disclaimer at any time. Material changes will be posted on our website with an updated date. Continued use of our services after changes constitutes acceptance of the modified disclaimer.

Questions and Concerns

If you have questions about the nature of our services or this disclaimer, please contact us before engaging our services:

Sophion Media & Consulting Group
Email: AWhaley@SophionHQ.com
Phone: 708-549-2342