Legal Bond Order

LEGAL BOND ORDER

This Legal Bond Order (the "Order") is entered into on by and between Principal Name: with principal place of business or residence at and Surety Name: with principal place of business at .

RECITALS

WHEREAS, Principal seeks issuance of a bond by Surety to guarantee certain obligations described herein in favor of Obligee: in connection with matter identified as Case/Cause No.: in .

WHEREAS, the parties desire to set forth the terms and conditions under which the Surety will issue and the Principal will procure the Bond described below and provide indemnity and collateral as required by Surety.

WHEREAS, Surety is authorized to underwrite and execute the Bond(s) on the terms set forth in this Order.

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

1. APPOINTMENT AND AUTHORIZATION

Principal hereby requests and authorizes Surety to execute and deliver one or more bonds, undertakings or other surety instruments (collectively, the "Bond" or "Bonds") in favor of Obligee for the purpose described in the Recitals. Surety's obligation to execute a Bond is expressly conditioned upon receipt of all executed documents, payment of premiums and delivery of any required collateral or security.

2. BOND DESCRIPTION

Bond Type: ; Penal Sum: $; Bond Number (if known): .

Effective Date: . Expiration or Termination Date (if any): .

3. CONDITIONS OF THE BOND

The Bond shall be conditioned upon Principal's faithful performance of all obligations for which the Bond is given. In the event of default or breach of the obligation secured by the Bond, Surety shall have the right, at its option and without obligation, to pay, settle or otherwise discharge any claim, demand or judgment up to the penal sum. Principal agrees to fully indemnify and hold harmless Surety from and against all losses, costs, expenses, attorneys' fees, and liabilities incurred as a result of Surety's issuance, payment, defense, settlement or enforcement of the Bond.

4. PREMIUM, PAYMENT AND COSTS

Principal shall pay Surety a premium in the amount of $ together with any application, investigation, underwriting and collateral administration fees. Premiums and fees are due upon demand by Surety and shall be non-refundable except as required by applicable law.

5. INDEMNITY AND COLLATERAL

As a condition to issuance of the Bond, Principal grants to Surety a continuing indemnity by which Principal shall indemnify, defend and hold Surety harmless from any loss, liability, cost, expense or damage arising from the Bond. Principal shall immediately reimburse Surety for any payment made by Surety under the Bond and for all costs of collection, including attorneys' fees.

6. REPRESENTATIONS AND WARRANTIES

Principal represents and warrants that: (a) Principal has full power and authority to enter into this Order and to perform its obligations hereunder; (b) all information provided to Surety in connection with the Bond, including financial statements and credit information, is true, accurate and complete; and (c) no material adverse change in Principal's financial condition has occurred since the date of the most recent financial information furnished to Surety.

7. POWER OF ATTORNEY

Principal hereby authorizes Surety, without further notice to Principal, to execute and deliver the Bond and to take any actions which Surety deems necessary to protect its interests under the Bond, including payment, compromise or settlement of claims and the enforcement of Principal's obligations under this Order. This authorization is limited to those acts reasonably necessary to effectuate the Bond and to protect Surety from loss.

8. NOTICES

All notices, demands or communications required or permitted hereunder shall be in writing and sent to the addresses set forth below by certified mail, return receipt requested, by nationally recognized overnight courier, or by hand delivery.

9. AMENDMENTS; WAIVER

No amendment, modification or waiver of any provision of this Order shall be effective unless in writing and signed by both Principal and Surety. No failure or delay by any party in exercising any right shall operate as a waiver of that right.

10. GOVERNING LAW

This Order shall be governed by and construed in accordance with the laws of the jurisdiction in which the Bond is filed or required, without regard to its conflicts of law rules. The parties submit to the exclusive jurisdiction of the courts of such jurisdiction for disputes arising under this Order.

11. ENTIRE AGREEMENT

This Order, including any schedules, attachments and referenced documents executed contemporaneously herewith, constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements, understandings and negotiations, whether written or oral.

12. SEVERABILITY

If any provision of this Order is held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions shall remain in full force and effect, and the parties shall negotiate in good faith to replace the invalid provision with a valid provision that achieves, to the extent possible, the original economic, legal and commercial objectives of the invalid provision.

13. COUNTERPARTS

This Order may be executed in counterparts, each of which shall be deemed an original, and all of which together shall constitute one and the same instrument. Signatures delivered by electronic transmission shall be binding as originals.

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