Foreign Qualification Application

FOREIGN QUALIFICATION APPLICATION

This Foreign Qualification Application is submitted by Entity Name: , formed under the laws of Jurisdiction of Formation: , with Date of Formation: . Principal executive office:

RECITALS

WHEREAS, the Entity seeks to obtain authority to transact business in this jurisdiction and to be registered as a foreign entity under the applicable statutes governing foreign business entities; and

WHEREAS, the Entity represents that it is duly formed, validly existing and in good standing (or equivalent) under the laws of its jurisdiction of formation and that the information contained in this application is true and correct to the best of its knowledge; and

WHEREAS, the Entity appoints a Registered Agent in this jurisdiction to accept service of process and official notices.

NOW, THEREFORE, the Entity submits this application and agrees to the provisions set forth below.

1. NAME

The name under which the Entity will be registered and will transact business in this jurisdiction (if different from Entity Name above):

2. ENTITY TYPE

Select the entity classification under which the Entity was organized:

Corporation    Limited Liability Company (LLC)    Partnership    Limited Partnership (LP)    Limited Liability Partnership (LLP)    Other:

3. FORMATION DETAILS

Jurisdiction of formation: . Date of formation:

4. DURATION

The Entity's duration is: Perpetual    Limited until

5. PRINCIPAL OFFICE

6. REGISTERED AGENT

The Registered Agent hereby acknowledges and accepts appointment and agrees to act in that capacity in accordance with applicable law upon signature below.

7. GOOD STANDING AND AUTHORITY

The Entity certifies that it is in good standing (or equivalent) in its jurisdiction of formation and has the corporate, partnership or other powers necessary to execute, deliver and perform the obligations under this application and to be authorized to transact business in this jurisdiction.

8. BUSINESS PURPOSE

9. NOTICE ADDRESS

10. EFFECTIVE DATE

This application shall be effective upon the later of the date of filing by the appropriate filing office or as of:

11. REPRESENTATIONS, WARRANTIES AND COVENANTS

The Entity represents and warrants that all information provided in this application is true, complete and correct, and that it will comply with all applicable statutes, rules and regulations of this jurisdiction. The Entity covenants to promptly notify the filing office of any material change in the information contained herein.

12. NOTICES

All notices required or permitted shall be in writing and delivered by hand, nationally recognized overnight courier, or first-class mail to the address set forth in Section 9 or to such other address as a party may designate by written notice.

13. GOVERNING LAW; ENTIRE AGREEMENT; SEVERABILITY

This application shall be governed by and construed in accordance with the laws of the jurisdiction where this application is filed, without regard to conflicts of law principles. This application constitutes the entire agreement between the parties with respect to the subject matter contained herein. If any provision of this application is held invalid or unenforceable, such provision shall be severed and the remaining provisions shall continue in full force and effect.

14. AMENDMENTS; WAIVER; COUNTERPARTS

No amendment, modification or waiver of any provision of this application shall be effective unless in writing and signed by the party against whom enforcement is sought. The failure to enforce any provision shall not constitute a waiver. This application may be executed in counterparts, each of which shall be deemed an original and all of which together shall constitute one instrument.

CERTIFICATION

The undersigned certifies under penalty of perjury that the Entity is authorized to file this application, that the information contained herein is true and correct, and that the undersigned is authorized to execute this application on behalf of the Entity.

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