Legal Authorization to Council

LEGAL AUTHORIZATION TO COUNCIL

This Legal Authorization to Council ("Authorization") is made effective as of by and between Principal Name: whose address is (hereinafter "Principal"), and Authorized Representative: of (hereinafter "Representative"), for purposes of representation before the regarding .

Recitals

WHEREAS, Principal seeks to obtain representation, advocacy, and procedural assistance before the council identified above in connection with the matter described herein; and

WHEREAS, Representative is duly qualified and authorized to appear, present, negotiate, and act on behalf of Principal before such council and possesses the professional competence to represent Principal's interests; and

WHEREAS, the parties desire to set forth the scope, limitations, and terms under which Representative will act on behalf of Principal before the council.

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. Appointment and Authority

1.1 Appointment. Principal hereby appoints Representative as Principal's attorney-in-fact and authorized counsel to act on Principal's behalf before the council named in this Authorization. Representative is authorized to take any action reasonably necessary to represent Principal in the matter described above, including but not limited to: attending hearings and meetings; making oral and written submissions; filing and receiving documents; negotiating terms, conditions and settlements within any monetary authority granted below; requesting continuances; and executing procedural waivers and stipulated orders that are customary and necessary to advance the matter.

1.2 Specific Powers. Without limiting the foregoing, Representative is expressly authorized to:
- Prepare, sign and submit petitions, applications, responses and other filings necessary to prosecute or defend the matter.
- Engage and instruct technical consultants, interpreters, or experts on behalf of Principal when reasonably necessary to pursue the matter (fees and costs addressed in Section 5).
- Negotiate and conclude settlements or agreements that do not exceed the monetary settlement authority set forth below.

2. Scope, Limitations and Settlement Authority

2.1 Scope. The scope of representation is limited to the matter before the council described above and does not extend to unrelated claims, separate administrative bodies, or subsequent appeals except as expressly agreed in writing.

2.2 Settlement Authority. Representative is authorized to settle or resolve the matter on Principal's behalf in an amount not to exceed $ . Any proposed settlement that would require Principal to pay an amount in excess of that sum, or that would require Principal to undertake obligations substantially different from those described in this Authorization, must be approved in writing by Principal prior to execution.

2.3 Limitations. Representative shall not, unless expressly authorized in writing by Principal: (a) compromise or extinguish any right that is material to Principal's interest outside the settlement authority; (b) accept monetary obligations, lien placements, or encumbrances against Principal's property; or (c) execute conveyances, assignments, releases, or long‑term contracts that create obligations beyond the council matter.

3. Term and Termination

3.1 Term. This Authorization shall commence on the effective date set forth above and shall continue until the matter before the council is concluded or until earlier termination as provided herein.

3.2 Termination. Principal may revoke this Authorization at any time by delivering written notice of revocation to Representative and to the council. Representative may withdraw from representation in accordance with applicable professional rules and upon providing reasonable written notice to Principal. Termination shall not affect obligations incurred prior to termination, including fees and costs.

4. Compensation, Expenses and Costs

4.1 Compensation. Principal agrees to compensate Representative as follows:

4.2 Expenses. Principal shall be responsible for reasonable and necessary costs and expenses incurred by Representative in the performance of services under this Authorization, including filing fees, delivery costs, expert fees, travel, and other outlays, unless otherwise agreed in writing.

5. Confidentiality and Privilege

5.1 Attorney-Client Privilege. Communications between Principal and Representative made for the purpose of obtaining or providing legal advice are protected by the attorney-client privilege and shall be maintained in confidence, subject to applicable law and mandatory disclosure obligations.

5.2 Exceptions. Principal acknowledges that certain communications or documents may not be privileged where disclosure is required by statute, court order, or by express waiver of privilege by Principal.

6. Indemnification

Principal shall indemnify, defend and hold Representative harmless from and against any and all claims, liabilities, losses, damages, costs and expenses (including reasonable attorneys' fees) arising out of acts taken by Representative within the scope of the authority granted by this Authorization, except to the extent caused by Representative's gross negligence, willful misconduct or breach of professional duties.

7. Notices

Any notice, demand or communication required or permitted to be given under this Authorization shall be in writing and delivered by hand, nationally recognized overnight courier, or certified mail, return receipt requested, to the addresses set forth below, or to such other address as either party may specify in writing.

8. Amendments, Waiver and Counterparts

8.1 Amendments. This Authorization may be amended only by a written instrument executed by both parties.

8.2 Waiver. No failure or delay by either party in exercising any right or remedy shall operate as a waiver thereof, and any waiver must be made in writing and signed by the waiving party.

8.3 Counterparts. This Authorization may be executed in counterparts, each of which shall constitute an original but all of which together shall constitute one and the same instrument. Signatures transmitted by electronic means shall be effective as original signatures.

9. Governing Law, Entire Agreement and Severability

9.1 Governing Law. This Authorization shall be governed by and construed in accordance with the laws of the State of without regard to its choice‑of‑law principles.

9.2 Entire Agreement. This Authorization constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior oral and written agreements and understandings relating thereto.

9.3 Severability. If any provision of this Authorization is held invalid or unenforceable, the remaining provisions shall continue in full force and effect and the invalid provision shall be reformed to the minimum extent necessary to make it enforceable.

10. Representations and Certification

Principal represents and warrants that Principal has full power and authority to execute and deliver this Authorization, and that the person signing on behalf of Principal has been duly authorized to do so. Representative represents that it is properly licensed and in good standing to perform the services contemplated herein.

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