Business Law Marketing Kit

SKILL.md

# Skill #244 — Business Law & Contracts Marketing Kit v1.0

**Bundle:** legal-services-bundle (Skill 6 of 6 — FINAL)
**Price:** $47 one-time | DFY: $197/engagement
**Anchor moat:** Nevada SCR 192 + RPC 1.5 fee transparency + NRS 613.195 non-compete reform gate + RPC 1.8(a) equity-for-fees disclosure

---

## What This Skill Does

Generates legally compliant marketing content for Nevada business law and contracts attorneys. Every output enforces 7 compliance moats that no general AI tool applies — protecting attorneys from bar complaints, FTC actions, and RPC 1.5 fee agreement violations while creating stronger marketing that converts business clients ethically.

**4 prompt modules:**
1. Client Acquisition Campaigns (Google Ads, LinkedIn, email intake sequences)
2. Digital Advertising Suite (LSA, RSA ad groups, GBP posts, LinkedIn thought leadership)
3. Website Content & Schema (practice area pages, attorney bio, FAQ, JSON-LD)
4. Reputation & Referral Program (review sequences, CPA/banker referral network, LinkedIn authority content)

---

## The 7 Compliance Moats

### Moat 1: SCR 192 + RPC 7.1 Outcome Claims [ANCHOR]
**What every AI tool generates:** "We'll protect your business." "Win your contract dispute." "We guarantee results." "Nevada's top business attorney." "We'll make sure your contracts hold up in court."

**What Nevada law requires:**
- Nevada Supreme Court Rule 192: "This is an advertisement." Required on EVERY piece of attorney advertising. No exceptions.
- RPC 7.1(a): No false or misleading communications. Business dispute outcomes depend on individual contract language, evidence, judicial assignment, and Nevada law. No attorney can guarantee a result.
- RPC 7.1(b): No specialization claims. Nevada State Bar has no "business law specialist" or "contracts specialist" certification. "Nevada's top business attorney" or "contract law specialist" = RPC 7.1(b) violation.
- FTC 2023 testimonials rule: "We saved our client $200K in a contract dispute" implies a typical outcome. Disclaimer required in the same visual field describing atypical facts.

**What this skill outputs:** SCR 192 disclosure on every ad. Benefit language focused on process, thoroughness, and risk reduction — not outcome promises. No revenue recovery guarantees. No "we'll win your lawsuit" language. FTC-compliant result claims with atypical-result disclaimers.

---

### Moat 2: RPC 1.5 Fee Transparency Gate (Flat Fee Disclosure)
**What every AI tool generates:** "Affordable flat-fee LLC formation." "Transparent pricing." "$500 all-in LLC." These are often materially incomplete and may create RPC 1.5 exposure.

**What Nevada law actually requires:**
- RPC 1.5(b): The basis or rate of the fee must be communicated to the client in writing before or within a reasonable time after beginning representation. Marketing that quotes a flat fee must accurately describe what's included.
- Common RPC 1.5 traps in business law marketing:
  - "LLC formation $500" without disclosing: Nevada state filing fee ($75 online / $425 expedited), registered agent fee ($50–$200/year), annual list fee ($150), business license ($200 Clark County), EIN filing.
  - "Contract review $250" without scope of what's reviewed (number of pages, types of clauses, turnaround time).
  - "Business formation package" that excludes operating agreement drafting (the most legally important document for an LLC).
- RPC 1.5(a): Fee must be reasonable. Marketing that creates an expectation of a set fee and then bills beyond it = fee dispute and potential bar complaint.
- Nevada State Bar Formal Opinion 33: Written fee agreements required for all matters expected to exceed $1,000.

**What this skill outputs:** All fee-forward marketing includes scope disclosure language. "All-in pricing" claims trigger a required disclosure of what's included and what's excluded. No "affordable attorney" claims without fee context. Flat fee ads include "state fees may be additional" language. Intake sequences include written fee agreement step before work begins.

---

### Moat 3: Nevada Business Formation Accuracy Gate (NRS 86/78/363B)
**What most business law ads get wrong:**

Nevada's business-friendly reputation is real — but frequently overstated or misrepresented in marketing materials, creating false expectations and RPC 7.1 exposure.

**The accuracy failures:**

**Nevada LLC (NRS Chapter 86):**
- Nevada has no state corporate income tax — TRUE. But Nevada Modified Business Tax (NRS 363B) applies to employers with taxable wages over $50,000/quarter — a common omission in "no Nevada income tax" marketing.
- Annual list filing: $150/year due annually (not just at formation). Marketing that says "cheap to maintain" without disclosing the annual compliance requirements is misleading.
- Registered agent requirement (NRS 86.231): Every Nevada LLC must maintain a registered agent with a Nevada street address. Marketing that says "form your LLC online" without mentioning registered agent requirements is incomplete.
- Series LLC (NRS 86.296): Nevada allows series LLCs where individual cells can have separate assets and liabilities. Frequently misdescribed as "bulletproof asset protection" in marketing. The liability shield between series is untested in federal bankruptcy court and in most states where the LLC may do business. Marketing "series LLC" as a universal asset protection tool is a RPC 7.1 misrepresentation.

**Nevada Corporation (NRS Chapter 78):**
- No franchise tax — TRUE.
- But Nevada has an annual list fee ($150 + $200 state business license) and officer/director disclosure requirements.
- "Delaware vs. Nevada" marketing: Delaware is still preferred for VC-backed startups due to the Court of Chancery and predictable case law. Marketing Nevada corporations as universally superior to Delaware is misleading for venture-backed companies.

**What this skill outputs:** Business formation marketing accurately describes Nevada's advantages (no state income tax on business entities, no franchise tax, strong asset protection statutes, privacy protections for members) while disclosing: Modified Business Tax applicability, annual list requirements, registered agent costs, and Delaware C-corp caveat for VC-backed companies.

---

### Moat 4: NRS 613.195 Non-Compete Enforceability Gate (2021 Nevada Reform)
**Why this is the single most dangerous marketing failure in Nevada business law:**

Nevada AB 136 (2021) fundamentally restructured non-compete law. Most Nevada business law marketing was written before this reform — and has never been updated.

**The 2021 reform requirements:**
- NRS 613.195(4): Non-compete agreements are VOID AND UNENFORCEABLE for employees who are paid solely on an hourly basis. Most service industry workers, retail employees, and shift workers fall into this category. Marketing that says "we draft non-competes for your employees" without this disclosure misleads employers who will draft unenforceable agreements.
- NRS 613.195(1): Enforceability requires the covenant to be (a) supported by valuable consideration, (b) reasonably necessary to protect the employer's legitimate interests, (c) reasonable in scope (geographic area, duration, type of activity restricted). "We draft airtight non-competes" = RPC 7.1 when Nevada courts scrutinize each element independently.
- NRS 613.195(2): Nevada choice-of-law clause required for employees who are primarily working in Nevada. Any non-compete using another state's law for Nevada employees is void.
- Trade secret connection requirement: After 2021, Nevada courts require non-competes to be tied to protection of legitimate business interests — general "we don't want competition" is insufficient.
- NRS 613.200: Employee right to bring an action for injunctive relief against an employer who enforces an unlawful non-compete. Marketing "aggressive non-compete enforcement" without acknowledging this right creates false impressions.

**What this skill outputs:** Non-compete marketing accurately describes Nevada's enforceability standards. No "ironclad non-compete" language. "We draft enforceable non-competes where Nevada law permits" replaces blanket promises. Hourly employee prohibition disclosed. Nevada choice-of-law requirement mentioned. Legitimate business interest requirement noted.

---

### Moat 5: RPC 1.8(a) Equity-for-Fees (Business Transactions with Clients) Gate
**The fastest-growing ethics violation in Nevada startup law:**

As Las Vegas grows as a tech/startup hub (downtown Innovation District, LVVWD tech corridor, Zappos spinoffs), more business attorneys are accepting equity stakes in client companies as part of or in lieu of fees. This creates a mandatory RPC 1.8(a) disclosure requirement that is widely ignored in marketing.

**What RPC 1.8(a) actually requires:**
- The transaction must be fair and reasonable to the client, and fully disclosed in writing in a manner the client can reasonably understand.
- The client must be advised in writing of the desirability of seeking — and given a reasonable opportunity to seek — advice of independent legal counsel on the transaction.
- The client must give informed written consent signed by the client.

**Marketing exposure:**
- "We invest in our clients" framing implies the attorney is doing the client a favor, not that the attorney has a conflict of interest that requires disclosure and independent counsel.
- Advertising equity arrangements without disclosing the RPC 1.8(a) compliance process creates a misleading impression that this is a simple, clean alternative to fees.
- If the attorney receives equity and the company fails or the relationship sours, the equity arrangement becomes the centerpiece of a malpractice or bar complaint.

**What this skill outputs:** Any marketing referencing equity-for-fee arrangements includes RPC 1.8(a) disclosure language. "We partner with our clients" framing replaced with accurate description of fee structure transparency. Intake sequences for startup clients include equity arrangement disclosure step if applicable.

---

### Moat 6: Nevada UPL + Online Legal Services Gate (NRS 7.285)
**The positioning battle every business law attorney faces:**

LegalZoom, Rocket Lawyer, Incfile/Northwest Registered Agent, and dozens of online "legal document preparation" services compete directly with Nevada business attorneys for LLC formation, contract templates, and basic business setup. Business law marketing must address this competition without making false comparisons.

**The compliance exposure:**
- NRS 7.285: Unauthorized practice of law is a category D felony in Nevada. "Document preparation services" that provide legal advice (not just form completion) = UPL. Marketing that says "we do what LegalZoom does, but better" without distinguishing legal advice from document preparation misses the value proposition.
- False comparison risk: Marketing that implies DIY services give clients the same legal protection as attorney representation = RPC 7.1 if the attorney cannot substantiate that claim in specific terms.
- "Same day LLC" marketing: Online services advertise 24-hour LLC formation. Nevada attorney marketing that can't match this timeline should not compete on speed — compete on what licensed attorneys can do that document prep services legally cannot.

**What this skill outputs:** Competitive positioning against online services focuses on what attorneys do that online services cannot: legal advice, contract interpretation, dispute resolution counseling, ongoing compliance advice, and attorney-client privilege. No "we're better than LegalZoom" without substantiating how. UPL boundary accurately drawn. Value of licensed attorney accurately described without overstatement.

---

### Moat 7: SEC Reg D / JOBS Act Investment Offering Gate
**Why this matters for Nevada business law marketing:**

Nevada's growing startup ecosystem means business attorneys increasingly market to companies raising capital. Federal securities law applies to investment offerings regardless of state, and attorney marketing that implies "we'll help you raise money from investors" without acknowledging SEC compliance creates a misleading impression of what the attorney can guarantee.

**The federal framework:**
- Securities Act of 1933, Section 4(a)(2) / Reg D: Private placements exempt from SEC registration. Rule 506(b): up to 35 non-accredited investors, no general solicitation. Rule 506(c): general solicitation permitted, accredited investors only, mandatory accredited investor verification.
- JOBS Act Title III (Regulation Crowdfunding): Up to $5M/year via registered crowdfunding portals. Nevada businesses can use this but must file Form C with the SEC.
- Nevada intrastate offering exemption (NRS 90.530(11)): Narrow exemption — issuer must be incorporated and doing business in Nevada, all purchasers must be Nevada residents. Does not exempt from federal law when purchasers are out of state.
- Marketing that says "we'll help you raise $2M from investors" without clarifying the regulatory framework (Reg D, Form D filing, SEC exemption selection) creates client expectations that are subject to federal securities law — not just state business law.

**What this skill outputs:** Capital raising marketing accurately references Reg D and the distinction between Rule 506(b) and 506(c). Form D filing requirement mentioned. Nevada intrastate exemption accurately scoped. "We'll help you raise money" replaced with "we provide securities law compliance counsel for Reg D, Reg CF, and Nevada business formation." No guaranteed capital raise language.

---

## Worked Example Summary
**Firm:** Reyes Business Law & Contracts, Las Vegas, NV
**Attorney:** Carlos Reyes, NV Bar No. 18432 | Nevada State Bar Business Law Section
**14/14 compliance blockers identified and corrected.** See examples/nevada-business-law-firm.md.

---

## Pricing
| Tier | Price | Delivery |
|------|-------|----------|
| Skill (DIY) | $47 | Instant download |
| DFY Basic | $197 | 5-day turnaround, 1 ad campaign + 2 web pages |
| DFY Full | $397 | 10-day turnaround, full 4-module implementation |

---

## Legal Services Bundle — COMPLETE (6 of 6 skills)
| # | Skill | Anchor Moat |
|---|-------|-------------|
| 239 | Personal Injury Marketing Kit | SCR 192 + NRS 7.045 runner-capper + RPC 7.3 30-day moratorium |
| 240 | Immigration Law Marketing Kit | INA §292 + NRS 240.151 notario fraud + post-Jan 2025 USCIS |
| 241 | Criminal Defense Marketing Kit | RPC 7.1 case results + NRS 7.045 bail bond + DUI DMV gate |
| 242 | Estate Planning / Elder Law Kit | NRS 200.5093 mandatory reporting + Medicaid lookback + 2026 sunset |
| 243 | Family Law / Divorce Kit | NRS 125.480 custody outcome + RPC 7.3 DV crisis gate + USFSPA military |
| 244 | Business Law / Contracts Kit | RPC 1.5 fee transparency + NRS 613.195 non-compete reform + RPC 1.8(a) equity gate |