From: Saul Goodman, General Counsel, PKA
To: Will
Date: March 28, 2026
Subject: Seven Things That Need Your Attention Yesterday
Will,
Saul Goodman. New general counsel. Let me skip the pleasantries and get right to why I'm already in your inbox on day one.
I've reviewed the entire PKA universe — Shore Party, Vibey League, your financial picture, the domicile situation, the employment relationship, all of it. Professor Jiang gave me the full brief. And let me tell you what's really going on here: you've built something genuinely impressive across a lot of domains, but you're running it on a legal foundation that has some serious cracks. Fixable cracks — but they need to be fixed now, not next quarter.
Here are the seven flags, in order of how much they keep me up at night:
Now, technically speaking, a "handshake agreement, noted and recognized by employer" is worth the paper it's printed on. Which is none. Zero paper.
This is two hundred and thirty-one thousand dollars sitting on a verbal understanding. I don't care how good your relationship is with Beemok — people leave companies, leadership changes, memories get fuzzy, and when the check is supposed to clear in 2028, you want a signed document with defined terms, payment triggers, and a dispute resolution clause. Not a handshake.
What to do: Get this in writing. A simple letter agreement signed by both parties. I can draft the framework. This week.
Cost of ignoring it: $231,000.
Here's where it gets interesting — and by interesting I mean infuriating. You moved out of South Carolina. You established SD domicile in September 2025. And yet, every two weeks, $513.96 leaves your paycheck and goes to the SC Department of Revenue. The payroll system domicile field? Blank. Literally blank. Nobody updated it.
You've overpaid approximately $13,589 between 2025 and now. That's your money. It's sitting in Columbia, South Carolina, waiting for you to ask for it back.
What to do: Call HR/payroll at Beemok. Update the domicile field. File the SC-W4 for non-resident status. Then file a refund claim for the overpayment. This is not complicated — it's a phone call and some paperwork.
Cost of ignoring it: Another $514 every two weeks, forever, plus the $13,589 you've already overpaid. That's real money walking out the door.
Will. You are personally leading cycling trips, kayak excursions, hikes in remote terrain, and golf outings for clients whose net worth starts at nine figures. You are doing this with no professional liability insurance. No general liability insurance. No umbrella policy. Nothing.
Let me paint the picture: a guest clips a curb on a cycling excursion and breaks a collarbone. Their attorney — and trust me, billionaires have attorneys on speed dial — files a negligence claim. You have no E&O coverage, no GL coverage, no LLC shield (see item 4). Your personal assets — all $517K of them — are the only recovery target.
This is not a theoretical risk. This is an operational reality every time you run an excursion.
What to do: Get quotes for E&O and GL insurance immediately. $1M/$2M minimum, though given your client profile, $5M+ is the right number. An insurance broker who specializes in adventure/experiential tourism can have you quoted in a week.
Cost of ignoring it: Everything you own.
Shore Party is operating as a sole proprietorship. That means there is no legal distinction between Will the person and Shore Party the business. Every business liability is a personal liability. Every business creditor can reach your personal bank account, your 4Runner, your Rolex, your retirement accounts (some of which have statutory protection, but why test it?).
The filing fee is $125. One hundred and twenty-five dollars. On Sunbiz.org. Your registered agent is already identified (Your Tax Base, Justin M.). This is the highest return-on-investment legal expenditure available to you right now.
What to do: File the LLC formation on Sunbiz.org. Today. Then draft a proper operating agreement. I'll help with both.
Cost of ignoring it: Complete personal liability exposure for every Shore Party operation.
Your guests — billionaire principals and their families aboard 200-foot superyachts — are participating in inherently risky physical activities with no signed assumption-of-risk forms, no liability waivers, no medical disclosure forms, and no activity-specific risk acknowledgments.
A waiver is not a magic shield, but it is a critical layer of legal protection. It establishes that the guest understood the risks, voluntarily assumed them, and agreed to limit your liability. Without one, a plaintiff's attorney will argue the guest was never informed of the risks. And they'll be right, because there's no documentation saying otherwise.
What to do: I'll build a modular waiver system — base waiver plus activity-specific addenda (cycling, kayaking, hiking, rucking, golf) plus jurisdiction-specific language for international operations. Every guest signs before every activity.
Cost of ignoring it: The single largest liability gap in the entire operation.
When you retain a graphic designer for Shore Party's brand identity — the logos, the Pennant Mark, the Chania Lighthouse Mark, the full design system — that work must be created under a work-for-hire agreement with explicit IP assignment to Shore Party LLC.
Without it, here's what happens: the designer creates your logo, you pay for it, you use it on everything, and the designer still owns the copyright. That means they can license it to someone else, demand additional payment, or create complications during acquisition due diligence that could torpedo a $50M deal.
What to do: Before any design work begins, execute a contractor agreement with work-for-hire designation, full IP assignment, source file delivery, and confidentiality provisions. I'll draft it.
Cost of ignoring it: You build a brand on IP you don't own.
Here's a question that should have been answered before Shore Party was even a concept: does your employment with Beemok Capital / Water V LLC permit you to operate side businesses?
If there's a non-compete clause, a moonlighting restriction, or a broad IP assignment provision in your employment agreement, Shore Party and Vibey League could be in violation. Worst case: your employer could claim ownership of Shore Party IP created during your employment, or terminate you for cause for violating the agreement.
What to do: Pull your employment agreement. Read it. Send it to me. I need to see the non-compete scope, the IP assignment clause, and any restrictions on outside business activities. If there are problems, we address them before they become problems.
Cost of ignoring it: Your $260K/year job and potentially your ownership of Shore Party itself.
Seven flags. Most of them are not expensive to fix — a $125 LLC filing, a phone call to payroll, an email to your boss about the bonus, a few contracts I can draft. The cost of fixing all seven is trivial. The cost of ignoring any one of them could be catastrophic.
I'm your general counsel now, and this is how I operate: I find the problems before they find you, I tell you exactly what they are and what they cost, and I give you the play. You make the call. But I'm telling you — these seven need to move.
Let's get to work.
— Saul
"I once convinced a judge that a parking violation was a constitutional issue. These seven items? These are actually serious."